


History 300

by redsliver



Series: The Spectacular Spider-man Seasons 3, 4 and 5 [2]
Category: The Spectacular Spider-Man (Cartoon)
Genre: F/M
Language: English
Status: Completed
Published: 2013-04-01
Updated: 2013-10-15
Packaged: 2017-12-07 04:29:37
Rating: Explicit
Warnings: No Archive Warnings Apply
Chapters: 4
Words: 53,115
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/744268
Author URL: https://archiveofourown.org/users/redsliver/pseuds/redsliver
Summary: <blockquote class="userstuff">
              <p>After Jolly Jonah's lack of respect is show by the creation of The Scorpion, Peter Parker has quit his job and has taken up model photography at Roderick Kingsley's business. Will things finally take a turn for the better in the life of Peter Parker and Spider-man?</p>
            </blockquote>





	1. 304 Memorial

It was habit. This day of all days. Be awake. Be alert. Be prepared. Peter looked over at his alarm clock, wishing that the blinking 6:02 was in fact a bucket of ice water over his head. Today was war. Today was Uncle Ben's favorite holiday. Today was April Fool's Day. Peter needn't wake up for another hour and a half. That was when his alarm would sound.

 

Not that it would have been fair this year. Peter's spider-sense may have finally evened the score between him and his uncle. Sighing, unable to return to sleep, Peter stood up, slipped his feet into a pair of socks. His spider-sense opened up the moment he touched the door. He ducked, shoulders down, feet apart, ready to spring and ready to pounce. He turned with his door. Keeping out of the way as the banana creme pie flung into his empty room.

 

“Oh, Peter!” Aunt May laughed as she stepped in after the pie that had smeared across Albert Einstein's face. “I figured you'd need some cheering up, so I—Peter.”

 

Peter was on the ground, holding his belly, laughing raucously. There was only one rule on April Fool's Day, don't ruin what Aunt May cooked.

 

“I never really did follow your boys' rules.” She wore a wistful smile and a warm robe over her pajamas. “I had a feeling you'd wake up early. I made breakfast.”

 

Peter collected himself and followed his aunt downstairs. It was early. He was still wearing his undershirt and boxers. The kitchen smelled wonderful. Aunt May never was one to take things too easy. If Doctor Bromwell's latest checkup hadn't been so good, Peter might have lectured her.

 

Big breakfast sausages, steaming porridge, strips upon strips of bacon, coffee biscuits still too hot to touch, freshly squeezed orange juice and diced strawberries cooked into pancakes. Aunt May sat cozily behind a cup of fresh coffee and topped her bowl of porridge with some high quality yogurt.

 

“This is so much,” Peter sucked his burnt fingers as he waited for the biscuits to cool.

 

“I was thinking of him,” Aunt May wore a sad little smile, “I used to love how he'd con you out of the last sausage by letting you off on some chore he had already got to himself.”

 

“Yeah,” Peter was piling high his plate. There was so much, even had Ben been there that morning, some of it would be tomorrow's breakfast. “I use to love how he'd find some way to get you to fuss after we'd all sit down, just so he could ask you to get something for him.”

 

The pair shared a little laugh at Ben's famous acts of heartwarming gluttony. Peter crumbled his bacon into the porridge and forked a sausage into his mouth with his other hand. May always wondered how he managed to multitask so well at the table.

 

They sat at the table for nearly an hour, recollecting Ben's greatest pranks. Peter imagined he was ballooning like the blueberry girl from Willy Wonka and the Chocolate Factory. The Gene Wilder one of course, Peter's allusions were always slightly dated. There was a sharp knock on the door.

 

“That's the papergirl,” Aunt May was about to get up and then smiled, “Peter, be a dear and fetch the paper, please.” She pulled her chair in closer to the table.

 

Aunt May was not the best at hiding her mischief and Peter couldn't help but crack a smile as he walked. Peter pushed his hand on the front door. His spider-sense humming. He wouldn't ruin both of Aunt May's pranks. He stepped forward pushing open the door, feeling invincible. The bucket of warm water crashed down. Mary Jane Watson shrieked in surprise, her finger hovering above the door bell.

 

“MJ!” Peter's eyes exploded in surprise. His undershirt was a little wet from the splashback but MJ's t-shirt was clinging to her body and causing her cold crinkled nipples to push through her shirt. Peter quickly looked up to her face. She seemed caught between disbelief and anger. “Uh, April Fool's.”

 

She was hit in the back of the head with the latest Daily Bugle. The twelve year old girl on the bike yelled a “Good morning!” and readied her next projectile for Anna Watson's door.

 

“Oh, Mary Jane, good morning,” Aunt May had scurried over at Peter's cry. Peter had picked up the newspaper and was trying not to whistle like he was conspicuously innocent. Aunt May gave a warm grin and an “April Fool's!” to the redheaded neighbor and marched her to the kitchen table. May seemed to already have a large bath towel for the girl to clean up.

 

“Would you like some breakfast? There's plenty.” Aunt May fussed about grabbing another plate and heaped a plate for their unexpected guest.

 

“I already ate,” MJ replied, looking ravenously at the stack of food. She had been put on a pretty strict diet since working for Ms Vaughn-pope. It was a healthy enough diet to maintain her figure and her energy. Mary Jane always felt like she was just starting to be hungry.

 

“Oh, well at least have a biscuit and glass of juice,” Aunt May shuffled around and set the biscuit on a saucer, it still steamed when she broke it open. MJ could not protest as the smell tickled her nostrils.

 

“I'll take the biscuit but just water please.” The redhead rallied as Peter sat back down opposite of her and audibly enjoyed another sausage.

 

“What brings you over so early?” Peter managed to ask after Aunt May finished her zipping about. The elder woman was putting leftovers into tupperware and humming to herself. Her singlemindedness gave the teenagers a convincing illusion of privacy.

 

“Oh my God!” MJ said in recollection of her early morning excitement. Or the biscuit was just that good. “We got the billboard! The one for Parfum D'Ete![1]”

 

“That's amazing!” Peter lit up, he had gotten an apprenticeship at Kingsley's firm. MJ had greased the wheels and his pics of Norman Osborn's death had clinched the deal. The photographer had sloughed through Peter's folder pretty quickly with some horrible things to say. Of course, claiming most of his Spidey pics looked as if he had left his camera autoshooting on a window ledge, was not too far from the actual case.

 

“We can see it on the way to school! I was coming to get you. I'm pretty sure its your shot. Because its the one of me in the green, but I can't see the small print from the ground.” The implication was clear. MJ knew Peter was the Spectacular Spider-man. So far things had been pretty good about it. There hadn't been a supervillain attack since Scorpion two weeks ago. He had webbed up several street thugs and that had only served to rev her up. Not that either of them had pushed each other passed some light flirting. MJ knew Peter was in love with Gwen. Peter barely knew which way was up around MJ. Right now, she wanted Peter to web up and swing her passed the new thirty foot MJ downtown to see if she could see Peter's name in the corner of her portrait.

 

“Well, I don't see how Peter can help with that,” May confirmed the privacy was an illusion, “But he definitely has to see the billboard. Go up and get ready for school. You need a shower. I'll keep MJ company until its time to go.”

 

“Thanks for breakfast and for everything aunt May,” Peter warmly clasped his aunt about her shoulders and kissed her head before rushing upstairs. May's giggle and MJ's smile followed him from the kitchen.

 

 

“I saw the advertisement!” “Looking good MJ!” “Is that the poster girl?” MJ and Peter arrived at school ten minutes before the bell. She had become something of an instant celebrity. Not that such a beautiful girl has ever gone unnoticed in the high school, but with her face three stories high in the middle of New York she received a bit more attention. The quick swing-by Spider-man had made had only revealed that the photo had been supervised by Vaughn-Pope and sponsored by Kingsley Inc. Peter had the suspicion it was his work but he had not been the only photographer shooting that day. Still, MJ looked good with her hair caught in what was supposed to be a fragrant summer breeze. The soft pout of her lips, the ghostly shadow on her eyes. It was the understatement of the year to say that Mary Jane Watson looked desirable. She arrived at Midtown High on Peter's arm.

 

There was a crowd gathering around Peter and MJ. Liz watched on from afar. It had been two weeks since she had confronted Peter and she was showing a visibly brighter smile. She hung back from the crowd of parasites and wellwishers that had swarmed MJ. Sally appeared beside her. For the first time this year she was willing to risk the summery version of her cheer outfit.

 

"Can you believe these vultures?" Sally sneered her nasal scorn.

 

"I don't know, Sal." Liz appeared calm, "It's not like an M3 girl gets her face completely retouched, remade and restructured by an army of nerds."

 

"Rowr!" Laughed Sally, "I missed you Lizzie."

 

The pair shared a conspiratorial smirk and headed into class.

 

 

"What's the matter, girlfriend?" MJ had struggled through the expected attention all morning but one face had been conspicuously absent. MJ found Glory Grant in the cafeteria moping silently over her bag lunch.

 

"Oh, hey MJ. Anything new or exciting?" Glory murmured. MJ laughed, startled at how happy this made her.

 

"Nothing major, what's eating you?" MJ reached across the table and claimed her friend's hand.

 

"It's Hobie. He hasn't been to class all week. He hasn't really been himself since the youth center got supervillained. He took things pretty hard." Glory was truly worried. King Kong sat down next to her and laid his arm over his girlfriend's shoulders.

 

"Yeah and he hasn't been hanging around with anyone after class." Kenny explained before inhaling the first of his three hot dogs.

 

"What has Mindy[2] said about it?" MJ pressed.

 

"Hasn't seen him since the Jack incident. I think she's more ticked than worried." Glory confirmed.

 

"So we're going to see Hobie after school?" MJ gave her most reassuring smile. It was dazzling.

 

"Absolutely," Flash appeared at the table. His physical therapy was going well. He no longer relied on his cane but he still had it with him. His confirmation attached Sha Shan, Randy, Sally, Liz and Harry to their mission.

 

“You guys, I--”

 

“We've always looked after our friends here,” Kenny announced. “Besides, if we catch Mrs Brown around supper time I can finally lose this trim and girlish figure.”

 

The smile across Glory's face said it all. She had great friends.

 

 

"Ms. Whitman," Doctor Warren called without volume or urgency, "Bring me sample SM-03."

 

The lab was unduly quiet while Dr. Warren was concentrating. Debra was the soul or efficiency and discretion. Inwardly, she looked forward to the interns arriving. She appreciated the run of the lab without them, however Dr. Warren was so much more animated with those high schoolers. She had taken the position because of Warren's reputation. That reputation had come with one caveat. Dr. Miles Warren, professor and senior fellow at Empire State University, loathed teaching. It was surprising he came to a university at all. The corporate sector was much more lucrative. His defining benefit was the freedom a good tenure allowed. Debra had learned, to her joy, that it was poor students Warren despised. Still, what Debra had learned since coming to ESU was that there was something he saw in Peter and Gwen. It was something he didn't see in her.

 

Sample SM-03 was a short ampule that held nearly 13 ml of blood. Debra carried the blue stoppered vial from the refrigeration unit to the lab station where Dr. Warren was working.

 

"Thank you," Dr. Warren kept a professional cordiality that was thin to the point of transparency. "Prepare another batch of gene cleanser."

 

Debra set off without hint of complaint to her assigned task. It was a quarter to five and without fail Gwen was coming in through the door. It was a rare occasion; Peter was on time as well.

 

"Hello Debra. Good afternoon Dr. Warren." Gwen arrived cordially and went straight to her cubby.

 

"Hey Deb. Doc Warren." Peter was as casual as ever. "What are we working on today?"

 

"I am checking the effects of Conners' gene cleanser against unwanted natural mutations,” Warren explained as he added a drop of sample SM-03 to a glass slide.

 

“Does this mean you hope it can cure things like diabetes or Parkinson's disease?” Gwen asked wide-eyed.

 

“No,” Warren turned an affectionate smile towards his female intern. “Those mutations are quite human. No, I'm looking more at mutations caused by toxins, venoms or infections.”

 

“So you're looking to see if the damaged DNA retains its damage or reverts to its healthy form?” Peter asked. He and Gwen were mechanically pulling on rubber aprons and gloves. The prep work and cleaning had become habit forming by now that they need not turn off their enthusiasm for the work while they prepared and often while they worked.

 

“Very good, Mr Parker,” Dr Warren turned from Gwen to his microscope. “There may very well be hope for the future.” The snide mark was actually high praise from Dr Warren. His contempt for most students and persons was well known. “Debra, can you take our two interns and make sure our animal cages are properly cleaned. These next few steps are delicate and critical.”

 

Debra nodded without a word and turned. Peter and Gwen followed with a shared grin. They still knew that Dr Martha had warned them of Dr Warren, but it was hard not to get excited by being this close to genius.

 

 

"Hello Mrs. Brown, we're looking for Hobie," Glory led the group. Flash, Harry, MJ, Sha Shan and Kenny winged out to her sides.

 

"He hasn't come back from school yet," Hobie's mother replied. "He doesn't always take the most direct route home."

 

The five teens shared uneasy looks. Normally, any of them would have instantly and immediately covered for their friend. Hobie had been missing for a week. It was hard to help a friend who was nowhere to be found.

 

Harry turned to leave, firmly believing that the best way to help Hobie was to help Hobie. Flash had similar theories but was reluctant to walk away after doing nothing. Sha Shan felt a bit like an outsider, Hobie hadn't been in her circle of friends before she had begun dating Flash. Glory was struck silent, confused. Speaking up or walking away were both acts of friendship. One look at his girlfriend's face kickstarted Kenny Kong.

 

"We came, Mrs. B, because we haven't seen Hobie in almost a week." Kenny was never the most eloquent of men but, when he was sincere, he was a powerful speaker.

 

"Not Hobie," said Mrs. Brown in disbelief, "There's never a problem with that boy. Good grades, pretty girls, football and all the rest. He doesn't cut classes."

 

"It's true. Ever since the Center got trashed he hasn't been himself," Glory pleaded.

 

"I suppose he has been at that. Hobie's lucky with his friends too." Mrs. Brown forced a smile for the visiting teens. "I'll talk to him when he gets back tonight. Mark my words, Hobie's not going to miss any more school."

 

"Thank you," Kenny said for the group. He wrapped his arm around Glory's waist. "Tell him his friends care."

 

"I'll make sure he knows."

 

 

"Hey Carlos," the thug scratched his barely growing beard from atop an oil drum, "This seems a little light."

 

The kid, barely a teenager, shuffled in his untied sneakers. "I still got the product. It just isn't selling. Everyone scattered when Spidey swung on by."

 

"I made an investment in you, Carlos," the thug waved to the four toughs that walled in the alleyway, "I expect my investments to make good."

 

"I'll sell the rest, boss," Carlos pleaded, "Just give me the weekend."

 

"You got to buy more time, kid. And it ain't goin' to be cheap." The thug stood up with a smile. He wiped his hands roughly on the lap of his jeans. Carlos stepped backwards; his shoulders found a big goon's abs.

 

"Boss, I-I-I'll--"

 

"You'll walk away kid." The voice came from overhead and it was laced with rancor. The toughs looked up to see the masked silhouette dropping down.

 

"It's Spid--" panicked the first soldier before an armored fist swung into his throat. Sputtering and pouring tears, he hit the ground only a heartbeat before the second grunt slammed into the brick wall and collapsed. The last two soldiers came at their attacker from both sides. The scrape of steel on steel shrieked painfully in Carlos's ears. He would have been running but the boss had pushed him down. Carlos pulled himself up as the shadow took out a third man. The fourth was running, a solid axe kick collided with the the top of his skull. Four moaning bad guys twitched in the alley. The shadow raced after the boss. Carlos ran out the other side of the alley and the chain link fence wasn't going to stop him.

 

 

"Lee, get down to the hospital and interview those punks. Foswell! What're you doing on your keister? Ms Brant! Call Peter and get him out there. Spider-man is gone berserk and the people need pictures!”

 

“Peter doesn't work here anymore, Mr. Jameson,” Betty Brant informed her employer for the thirteenth shift in a row. His snarls were getting less and less repeatable. Betty watched her lover dash out to catch the elevator.

 

“Well who do we got to get our photos?” Robbie asked Betty. He was flipping through a manilla envelope. A police report from a contact he wasn't sharing.

 

“Nobody else has been able to get Spider-man pics,” Betty replied, always more intimidated by Robbie's disappointment than by Jameson's coniptions.

 

“I'm not convinced we need a Spider-man photographer,” Robbie flipped backwards a page, “He hasn't used knives or claws before. Find someone who's been good with gang crime.”

 

“No Spider-man!” Jameson erupted, “Wall crawling masked vigilante takes down a bunch of street kids with fisticuffs and violence. No way this isn't Spider-mask! Quick get me Peter's old pics, the ones we haven't posted yet. I know a Spider-man beating when I see one. I've got the perfect headline too.”

 

Jameson's door slammed like shut was a four letter word. Betty turned to Robbie.

 

“Better do it, Betty.” Robbie sighed. Something wasn't sitting right with the newspaperman. “I'll sign off on a check for Peter.”

 

 

“Spider-Mask on The Prowl!” Peter ground his teeth as he read the paper at lunch. A few other students had papers themselves. Flash, because it had a picture of Spider-man on the front, a couple of the kids on the debate team and Hobie. Hobie was in class. He had managed to divest himself of Glory and Mindy and was taking some time to himself on the east side of the cafeteria. MJ sent him a warm smile and then sat down beside Peter.

 

“What's this one about? I thought you stopped taking pictures of Spider-man.” MJ's eyes went straight to the byline.

 

“I did, you see that tree?”

 

“No?”

 

“Top left corner, out of focus.”

 

“That big orange blob... This was taken last fall.” MJ's eyes widened.

 

“There you go.” Peter returned to the argument, he refused to take it as an unbiased piece of journalism. “Apparently for the last four nights, someone, has been beating up drug dealers and pimps and burglars. And, of course, Jolly Jonah blames it on the webhead.”

 

“Well Spider-man does kind of do that.” MJ countered. It was difficult for her. Talking to Peter about Spider-man as if she wasn't talking to Spider-man.

 

“Spidey has a bit more flair and doesn't hit people any more than it takes to tie them up.” Peter rebutted, “Plus he does web them up. These were just left beaten up in alleyways and warehouses. Someone new is out on the scene.”

 

“Thank you!” Flash erupted as he walked by Peter. “See Spidey's not out there like a loose cannon.” The quarterback made a few quick air jabs, celebrating his favorite hero. His girlfriend cocked her eyebrow and he settled down. “Besides you can't trust The Bugle. They already blamed Venom on Spider-man. He's probably just back. Spider-man will get him.”

 

“Venom?” Peter hadn't even considered Venom. Eddie was still in Ravencroft. Or he had been last week. Dammit! Peter had to keep a closer eye on his bro.

 

“Yeah, Ven-” Flash looked down and realized he was agreeing and debating with Peter. All eyes were on him. Peter sighed and shrugged his shoulders. Flash knocked Peter's tray and spilled the french fries across the table. “Wait! Sha Shan!” Flash was gone in his namesake after his girlfriend had pulled her binder across her chest and marched out of the cafeteria.

 

“Some things just don't change.” MJ smiled. Peter was slumped, picking up his littered lunch. Peter was still Peter. No matter how Spider-man he was.

 

 

“Well?” Jameson demanded as his best young reporter smugly marched into his office.

 

Ned Lee laid out the reports he had picked up from the medical examiner, presiding judge, and city forensics divisions. “The guy who took down these punks was using armor made like Jack O'Lantern's. With Jack's esc--”

 

“It's not Jack. City would be on fire if he was at work again,” Robbie admonished quickly.

 

“No not Jack, but a copycat. The materials and metal slivers found in the victims and at the crime scene suggest this stuff was hobbled together out of scrap and--”

 

“I knew it!” Jameson interjected. The gleam in his eyes was electric and angry. “That no good wall crawler's been picking up trophies from his fights. Building some sort of Iron Spider armor. And now that he's equipped properly, he's getting away with murder. Spidey's going down for this.”

 

“Technically the attacker didn't kill any of the gang members he--”

 

“Not for lack of trying Ned,” Robbie interrupted, not happy with the way either of his colleagues was acting. “And we do know that Spider-man killed Norman Osborn. But we don't know that this vigilante is Spider-man.”

 

“Oh we know,” Jameson snarled, “A good reporter trusts his gut. And my gut is telling me that Spider-man has a taste for blood now.”

 

“A great reporter trusts the facts,” Robbie reprimanded, “And the facts don't say this is Spider-man.”

 

“No they don't,” Agreed Ned, “But they will lead me to him.”

 

“I'd expect so,” Robbie agreed, “Get back out on the street. Get what you need. What you have will be typed in time for tomorrow's presses.”

 

“Yes it will, boss,” Ned Lee broadened his smile.

 

“Then what're you waiting for you smirking little nitwit. Go, go, go!” Jameson rose out of his seat as his voice chased Ned out of his office.

 

Ned rushed for the elevator but was scooped up by Betty Brant. The brunette was walking with authority and managed to march Ned to the supply closet without issue. She shut the door behind herself with a low heeled shoe. “I shouldn't have to drag you into a supply closet to get a word in.”

 

“No, but you can drag me into the supply closet whenever you get the urge, babe,” Ned wore a smarmy smile and leaned in. Betty yielded a quick kiss before leaning back against the door.

 

“Are you OK, Ned? You seem, I don't want to say obsessed...” Betty looked for Ned's eyes and saw pure interest in her. Goblin and Spider-man and Jack O'lantern were all gone, at least for the moment. She took a deep breath and smiled.

 

“You don't need the word obsessed,” Ned reassured Betty. Snatching another quick kiss, “But I am a newsman and I am going to do my best to get the story.”

 

“Of course,” Betty smiled. Ned was closing the distance between them and she had to kiss him for a few moments to get her last words in, “I just get worried.”

 

“And I appreciate that you care,” Ned said, nibbling his way across her jaw. “It makes me think smart when I'm on the job.”

 

Oh my God! Betty couldn't articulate. Ned was insistent and his charm was working. Betty could feel her toes curling in her shoes and all Ned had done was touch her lightly and kiss her strongly. He wouldn't stop. Betty didn't even want to bring up that this was a terrible place for a tryst. The panicked thought was held off by six tough looking dark thoughts that told her she needed Ned right now.

 

He quickly rushed her sky blue t-shirt up and over her breasts. She felt herself being lifted against the wall. Her legs spreading around Ned's waist as she pulled him by his hair into her chest. He was a hunting lion. Ned went for the throat. Betty vibrated. This was her little weakness. Her fingers tugged at the neckline of Ned's blazer. He continued his assault, his domination of the little nerves that melted any resolve, any sense, any resistance.

 

Ka-lunk, the closet door rattled in its and seat and Betty had enough sense to beg off Ned's affection. Her cheeks were flushed red in embarrassment, fear and arousal. “The other wall, so we don't alert the whole office to--” She gestured between themselves and punctuated her description with a nervous little giggle.

 

“Of course,” Ned didn't let Betty touch the floor. Her legs gripped around his hips tightly as he turned and carried her to the nearby window. Anywhere else in the closet and the metal shelves would raise a larger racket than the door. “Good babe?”

 

“Not yet,” Betty drew out a mischievous grin and ground crotch against Neds. She tugged at Ned's coat and he slumped his shoulders and shook the blazer down off his wrists.

 

“Oof!” Grunted Betty as she started slipping down. Her fist instinct was to cover her mouth and hide her noise but that just led to her slipping further down the wall. Ned laughed quietly as he dropped his blazer on the nearest nob and grabbed Betty's ass with his left hand. He squeezed as she claw climbed up his torso. They both wore smiles over snickers before they kissed with renewed passion and urgency.

 

The awkwardness was gone. The pair had intentions and they were driving themselves to satisfaction. Betty's fingers tousled Ned's hair or picked at the hem of his shirt. Ned had snapped open the back of Betty's bra, leaving the dark cups dangling over half covered breasts. His other hand hiked her skirt the last several inches above her hips.

 

They kissed. Tongues darted and dueled with sloppy with passion. Ned grabbed Betty around her choker as he used his left hand to infuriate her clit. Betty's gasped were squeezed off, an eerie sexual silence washed away by her heart hammering through her ribs. She bit Ned by the ear as she finally managed to pull his shirt from his trousers. She could feel the hardness of his cock pressing into the flesh of her thigh. She felt teeth climb down her jugular, her shirt scrunched above her breasts. She loved the feeling of teeth grazing her collarbone but she demanded Ned's cock to be pressed inside her. Her back arched as she rolled up higher on the wall. The cracked window tossed her hair in an angry twenty second story breeze. Her breasts were face to face with Ned. Red-blooded and in need, Ned snapped aside the unfetter bra and clasped one glorious breast in his right hand while his mouth worried the other nipple. Betty gasped.

 

“Ned,” Betty's voice was a whisper and a hiss, “Fuck me.”

 

Ned couldn't deny the demands of such a beautiful woman. He yanked aside black panties and thrust forward, pressing his jeans into the soaken core of Betty. Furious with himself, embarrassed, but more than that, impatient. Betty slipped down the wall as Ned let her go to unbutton his pants. She tried to pull herself up by his shoulders, her arms in a death lock around his neck and the back of his head. She pulled herself up only a little and when she dropped back down she was impaled.

 

“God!” Squeaked Betty, her face red with a need to stay undiscovered, stay silent. Her hips rolled begging and stealing every inch of pleasure from Ned's sex. Ned was not passive. He was thunderous, determined, and ravenous in his need of her. He was using every bit of muscle he could. Uncaring if the wall broke behind Betty. His face was still buried between her breasts. His hands squeezed tightly on her ass as he pounded deep inside of her. His eyes were squeezed tight, trying to amplify the senses of touch, smell and pain as he lost himself in the perfect twenty year old body.

 

“Ned, Ned, Ned,” Betty whimpered, the inside of her cheek screaming from the force she was biting herself with. Her skin was incandescent, turning red and slick with sweat as she choked back every breath that threatened to be a scream. Her hips rolled and she drew her lover as deeply in as she could every time. She was amazed with herself, amazed with her pleasure. She had never been one to seek out rough sex. Always dreaming of love and gentleness and intimacy. She had enjoyed powerful lovers before but always out of control. Now she was forcing Ned as much as he was forcing her and she felt incredible. She whispered his name another time and he moaned into her chest.

 

“Betty, fucking Betty,” Ned was seething against the brunette and every particle of himself was making it's way to merge with hers. She felt his need, his affection and she erupted from it. Her cheek wasn't enough, now Betty was biting her tongue. Any harder and she could be tasting blood. Her arms locked tighter around Ned's head. She was coming, unlike any orgasm she had ever shared before. Her ankles locked and chafed together. She arched off the wall, fitting herself against the chest of Ned. Her eyes were shut, locked, tears of effort forming in the corners. Breath's were like fire and she had never come for as long before. Sweat stung in her eyes. She was lathered, unkempt, practically destroyed.

 

Ned had exchanged power for speed. Betty was clearly in the throes of orgasm and he felt impatient with himself. He speared in to and tore out of her with abandon. He could feel the imminence of his sex in the tightness of his muscles. The small of his back, the arch of his foot, the corners of his neck, and the tightness under his biceps all announced his completion. He rose up on his toes and away from her torso as he pulled her down onto his cock. He saw her face, twisted shut and wracked in pleasure. Her lips parted and her jaw cocked. He pressed a kiss onto her mouth. She moaned surprised as the first splashes of cum released inside her.

 

The pair rocked and fucked for a few moments longer. Breaths now ragged but unhurried. Betty wore a goofy smile. Ned just looked proud of himself. Soon their bodies stopped roiling and they gave each other quick kisses and knew they were done.

 

Betty slumped down. Her skirt was still mangled around her waist and her nylons were unrecoverable. She brushed a hand through her sweat damp hair and looked up to Ned. He was just pulling his pants back up and fastening the buckle. He grabbed his patched blazer from the mophandle he had used as a coat rack. Genuflecting, he kissed Betty on the forehead, on the nose and then on the lips. He whispered a thank you and a see you tonight. He pushed out the door.

 

“Lee! What the hell are you still doing here? And where the hell is my secretary.”

 

“Crap,” Muttered Betty as the door closed and the sound cut off. She fished a mirror out of her pocket. She'd need a few good minutes before she could sneak back out. Jameson was going to have what only he could call words.

 

 

Peter was going to be late for his after school internship. But Spider-man had commitments just like Peter did. If he blew off Peter Parker's life, he was a teenage flake. If he blew off Spider-man's life, people got hurt and worse. The webline carried him swiftly across town. Stop one had been Ravencroft. But Eddie was still there, still sick, still cold and still begging for Venom. Peter left with a ten ton weight in his heart. The swing across town was a sombre occasion. Spider-man didn't even offer the attention seeking waves and lung splitting shouts of triumph as he flung himself across New York.

 

There was a rookie cop hanging out by the police tape looking particularly bored. The smell of stale coffee and fresh cigarettes wafted off of him. Spider-man skittered unseen along rooftops until he was creeping down the wall over the crime scene.

 

The area had been swept and searched by forensics and journalists hours and hours ago. Peter was little concerned about disturbing any evidence. It was hard to reimagine the fight from the spatters and stains of blood. There was shredded leather and denim littered among the rest of the debris. Nothing told Peter much of anything on the ground. The walls told a much darker story. Gouges, reminiscent of a cat's claws. The height and the obvious direction from which the attacker pounced was startling. Peter had sat on his haunches mulling it over.

 

Black Cat wasn't this crude or this obvious. But the last time he had seen her she had been more powerful, more aggressive, more beautiful. Peter thanked a chill breeze for suppressing his body's immediate response to Black Cat memories. A new villain? That's just what he needed. But he couldn't be sure. Cat was different. Cat was powerful. Cat taking out some piddly drug dealers just didn't mesh. She preferred much higher stakes. Still he had no lead. He was going to find Cat. Sure he had been unsuccessful for the two weeks he had chased shadows across all five boroughs. He sighed. Venom was wrong. Women were poison to Peter Parker and Spider-man.

 

Cat had twisted him around and left him startled, confused, alone, hurt on the surface. Deep down, he had discovered something profound and uplifting about the whole event. Each night he searched he had hoped to come up empty handed as often as he dreamed of seeing her sleek inviting form dashing over the city. Cat represented the freedom, the challenge and the conflict Spider-man had given Peter Parker. Spider-man was often a burden but it was fun and vitalizing. Cat was everything he wanted when he pulled the mask on. A delay, an escape, a danger that Peter Parker could never get his hands on. And just like that she was gone.

 

And Cat was the easy one. Gwen was still with Harry. The sad smile on her lips killed him nearly every day at school. He didn't even talk to her much anymore. Fear, responsibility, caring, consequences. She was everything Peter Parker escaped under the blue and red. No matter how fast he ran, or how far he swung, she was always just behind him. He couldn't just take her like some viking warrior. He already had taken a father from Harry. How could he rip away his love and in the process rip away his best friend. Thinking of Gwen made Peter want to scream. Thinking of Gwen made Peter pull the mask down tight and webswing off into the night.

 

MJ knew his secret. MJ had done everything in her power to make sure Peter and Gwen got together. MJ was just the best friend a Spider-man could ask for. Her knowledge took a massive weight off his shoulders. She was also beautiful, distractingly so. Peter could barely light two neurons when he could smell the scent in her hair or feel the heat of her body. She pushed away, knowing that Peter loved Gwen. Peter was thankful, he didn't want to have something with MJ just to leave her hurt the moment Gwen could finally break away from Harry. And he hated himself for believing that Gwen would eventually crush Harry's heart just so Peter could have her. But Peter had to believe.

 

And then there was Liz. Liz made him feel like a tool and a god all at once. If he talked to her since the breakup she'd lift her nose, say something scathing and march on with Sally adding something supportive or amazed about the vileness of Liz's vitriol. But that was in public. Liz still hunted him. Demanded “tutoring” sessions. She had professor Warren backing her up. The man couldn't stop talking about how well Liz had progressed since she had accepted Peter as a tutor. He had tried to stay away but Liz had convinced their professor to talk to his aunt and all of the sudden he was being dragged off to some secluded corner, somewhere no one they knew would find them. He was at her beck and call and those calls seemed to come whenever he and MJ or he and Gwen had any public moment together at M3. Liz was being vindictive, but he had hurt her and if she wanted to drag him off to make sure she got some scholarship for a university in two years, well she had back up to make sure he had no choice.

 

Lost in thought, Spider-man had to double back to make his appointment at ESU. Late again, as always. His mind was still spinning, but he had one coherent thought. Find Black Cat. Find her tonight.

 

 

“Hobie!” The in-crowd had gathered at the Silver Spoon. Liz was looking over her friends in silence, having picked a centered and powerful position as she managed to get Harry to pick up he order. Sha Shan and Flash occupied a slightly more private table near the window and Sally was being a harpy to the frazzled barrista who had failed to add extra foam to her latte. Hobie and Mindy walked in together. Hobie was looking put out, like he wanted to take off. Mindy led him with a smile to the line behind Kenny and Gloria.

 

“Hey Hobes,” Rand greeted with little to no fanfare.

 

“Hey Rand,” Hobie returned, “Mindy says I have you all to thank for going to my mother.” The tone of his voice didn't suggest much gratitude. Mindy pinched him.

 

“We were worried, Hobie,” Glory spoke.

 

“Yeah, we don't leave our friends when they might need us,” Kenny supported.

 

“Well, I appreciate it, but I had somewhere I wanted to be tonight.”

 

“Where's that?” Harry asked, taking a break from repeating Liz's specific coffee, whip cream, etc. combination in his head.

 

“Just... Not here. I've been working on something. I feel like I can still make a difference. Even with the center gone.”

 

“You want a hand?” Rand offered immediately.

 

“No, this is something I need to do myself.” Hobie explained. He scratched the back of his head and turned away from Mindy's impatient glare.

 

“Hey, if you can still help out and bring everyone together. We want in.” Glory said. “The whole point of the youth center was to bring the community together. Let us look out for each other and the younger ones. We want in.”

 

“Sorry, Glory,” Hobie nudged Harry so he would go up and order. “This is my thing. I really need to do this myself.”

 

“Well don't hesitate to call on any of us,” Kenny volunteered the group.

 

“You guys are a bunch of whining downers.” Flash had stood up and crossed the room from where he and Sha Shan had been ignoring most of the crowd. “Look, Hobie's back. Hobie's fine. Yeah, things suck right now with the youth center. But that doesn't mean we should let everything be burdens for us to carry. Tomorrow night. Party. My place. Mom's out of town but no wrecking everything.”

 

“I thought this was,” Sha Shan blushed and looked away. She took a deep breath. Rallying, she was an assertive girl. “Yeah, a party would be great.” Her hand slipped into Flash's. “You'll all be coming.”

 

“Absolutely!” Sally confirmed. “We haven't had a chance to let loose for some time.” Lowering her voice conspiratorially, she pushed her head into the middle of the group, “Besides, Liz needs to get someone to push her past Peter.”

 

“Good, cause he won't be there. Mom's not handing out the invites this time.” Flash smiled broadly. His plan was as brilliant as it was successful.

 

“You guys need food or catering or anything,” Harry turned around with the two coffees in hand. “My dad can hook us up.”

 

“Dude, you don't have to keep buying your way back into the group. The whole juicing thing is water under the bridge.” Rand was the big man.

 

“Yeah, absolutely. Harry's in charge of food.” Flash would not let that windfall escape him. “So, Hobes, man of the hour, you'll be there?”

 

Mindy's hand gripped Hobie's upper arm and squeezed a warning that caused the young man to rethink his kneejerk response. “Yeah, fine. I'll see you guys tomorrow.” A cup of coffee, a short listen to his girlfriend and Hobie was gone before anyone thought to keep him from going.

 

 

 

 

Spider-man was suited up and out his bedroom window four minutes after curfew. It wasn't like him to sneak out after hours. This was just too important. The whole night at the lab he had been daydreaming about finding Cat again. His fantasies always started or ended in a fight. He worried about what that said about him. He rushed out Queens, working his way towards the previous attacks. He zigzagged quietly. Leaping and flipping from building to building with a lazy celerity. The first shrill cut of steel on steel, claw on fire escape, turned his head.

 

“Here kitty, kitty,” He called out. Thwip! His web shot out to his left pulling him in a breakneck arc centered on a water tower. Spider-man slipped into the alley heads above the altercation.

 

“That's the problem with blind dating. No one ever quite measures up to that image in your head.” He said as he saw the purple and black clad fighter tackling through the shoulders of some unwashed drug dealer. Spider-man immediately shot his webs to hold down the attacker but the tackle had sent the masked man through and over his victim. The pair rolled and claws scraped across asphalt as the predator left his prey webbed down and beaten up.

 

“You!” Shouted the vigilante.

 

“Yeah, it's me,” Most of the other toughs were left in heaps or had succeeded in escape. Spider-man lowered himself down into the alley.

 

“You know, you're costing me a lot of great press,” Spider-man declared, “On the prowl. Spider's don't prowl. We're really more of--”

 

“Prowler's a name I could come to like.” The purple hooded attacker named himself. “You're responsible for this. You won't get off easy.”

 

“Responsible for what?” Spider-man asked, aghast, “Your terrible sense of fashion?”

 

Spider-sense tingled and Spider-man swung himself left, spinning easily away from the clawed lunge of the Prowler.

 

“You cost this whole neighborhood its safety net!” Prowler's claws tore up brick as he forced himself back around. “Lincoln meant something good for--”

 

“You're mad because I took out Tomby?” Spider-man backflipped down to land in an aggressive crouch, “Spidey's the bad guy. Spidey's in cahoots with the bad guys. Spidey's fighting the wrong bad guys. What's it take to be a good guy in this city?”

 

“It takes power. You got to be able to put down those who would pull the rest of us down.” The Prowler approached, bladed hands out to either side, “And that includes arrogant self-interested scumbags who get off in breaking apart the few things that are helping these neighborhoods.”

 

“And with power comes responsibility. And don't get me started on great power,” Spider-man cartwheeled out of the way of vicious claw swipe and tucked into an easy roll to avoid a waist high roundhouse.

 

“Justify what you want,” The Prowler lowered his shoulders and charged. Claws glinted in the dirty alley's dirty moonlight, “We're done talking.”

 

“Oh, I can never be done talking. My audience demands the best.” Spider-man hopped, pushing Prowler down into the ground, leapfrogging over the attacker. The Prowler was quick, strong for his size, and he fought smart. The four webshots were in tatters to either side of The Prowler. He would have been more than a match for most toughs and street thugs in the city. But peak agility, toughness and strength weren't quite a match for even the most sickly of Spider-men. The fight had been over before the first words flew in the sky. The next attack was a forward lunge. The Prowler couldn't pull any punches against the superhero. He overextended, slashing the air over a quick duck from Spider-man. Spider-man was like a coiled spring and the following uppercut sent Prowler tail over teakettle.

 

The Prowler was in some pretty powerful gear. His gauntlets were reinforced and their claws were long and wicked sharp. His body was protected in armor, metal and plastic, like a junk store version of Jack's. The steel breastplate was the only reason The Prowler didn't have every molecule of air punched out of his lungs. The Prowler took the fall pretty well, head tucked down he managed to roll backwards over his left shoulder and come up on his feet. His reaction wasn't perfect. His left hand was webbed to his chest but he managed to slash the second blast of webbing before he could be rendered immobile.

 

“You're good, have you ever thought of doing action movies?” Spidey asked.

 

“Maybe he shouldn't be the one starring in movies, swinger.” The dulcet voice came through a smirk. Spider-man looked up to see the wave of platinum hair and sleek reflection on the form hugging catsuit. “But it looks like my show is over. See you around, swinger.”

 

“Cat!” Spider-man leapt, jumping from wall to wall as he raced up to the roof. But the seven stories gave Cat time to vanish in the night. Spider-man landed on the lip and could see not one white gold hair of Black Cat. “Cat!”

 

“Shut your web-hole, Spider-man! My kids are asleep!” Yelled a disgruntled New Yorker from a nearby window. Spider-man shook his head and looked around.

 

“Web-hole?” The split second of disbelief and startlement lasted one heartbeat too many. “The Prowler!” Spider-man twisted and dove back down into the alley. Two kick offs and a skid down on the east side brought him to the ground. His webbed captive was gone.

 

“C'mon Spidey, focus! You've already learned this lesson.” He sighed. After a twenty minute search, he was certain Prowler was gone. Victorious but without any spoils, Spider-man swung home.

 

 

“You're certain Spider-man was here?” Ned Lee pushed his digital recorder towards the sergeant.

 

“Yeah, there was web still here when we arrived. It dissolves over an hour or two so we figure Spidey fought but the new guy got away.” Stan Carter leaned on his nightstick. It was too early in the morning. He missed day shift. The whole city was turning into a battlefield, he couldn't quite bring himself to care while all the casualties were punks and drug dealers.

 

“You don't believe they were working together?” Lee's follow-up was pushed by Jameson's jumped to conclusions. He got the answer he expected.

 

“Spidey? Hell no. Not his style. Get in a fight with the webhead and at worst you'd walk away with a couple bruised ribs. These guys were getting cut, clobbered and crushed. No way Spidey's working with this—What're you calling him?”

 

“I think we're running with The Prowler. Now that we've got proof that it isn't Spider-man.”

 

“I'm pretty sure all of New York could have told you that. Webhead's a hero. This Prowler guy's just some nutjob with a grudge.” Carter grumbled.

 

“Carter! Quit talking to the reporter and get to work!” DeWolfe shouted from where she was talking with the M.E.

 

“Eh, looks like I've got some lowlifes to interview. If you'll excuse me.” Carter tipped his hat as he turned.

 

“No problem. Thanks for everything.” Ned nodded to punctuate his gratitude and slipped his recorder into his jacket pocket. This story was drawing him closer to Spider-man. An excited grin tugged at his cheeks.

 

 

 

“Hey! Just set down everything on the dining room table.” Flash directed Harry's hired caterers with a powerful smirk. For him, the day had been uneventful. Everyone in school seemed distracted by something. Even Sha Shan was missing a bit of her perfect cool self.

 

“Having a big party?” Flash's mother came down from her room with an overnight bag and a dangerous look.

 

“Nothing big. But Harry managed to score some food for everyone so we couldn't say no.” Flash declared.

 

“Alright, but have everyone out by midnight. And no drinking.” She kissed her son on the cheek after hearing a cab honk. “I'll be back by Sunday morning. Clean up all the evidence by then.”

 

“Of course mom,” Flash smiled and let his mom go. “Go, go.”

 

“Yeah, I love you too,” She smirked before rushing out to her cab. Flash breathed a sigh of relief.

 

 

“C'mon Tiger, everyone's going to be there.” MJ was sitting on the edge of Peter's bed wearing a gorgeous low-cut pink top, form fitting jeans and a pair of calf hugging boots. Peter was counting web cartridges. “You can take one night off.”

 

“Not invited,” Peter pointed out, “Seriously not invited.”

 

“So, Flash's a good guy. He's not going to throw you out, not with Sha Shan watching,” MJ pleaded.

 

“Prowler's still out there. He's hurting people.”

 

“Bad people.” MJ flinched a little when Peter looked disappointed. “And he just got pummeled by Spidey last night. I'd lay low for a while.”

 

“He's committed to what he's doing. He's not going to take a night off,” Peter pulled his sleeves down over his web shooters.

 

“When you stopped working for The Bugle, I had hoped--” MJ didn't finish her thought. There was a knock on the door.

 

“What a lovely outfit,” May said with genuine regard for MJ's provocative attire. “Where're you two going out to tonight?”

 

“Flash is hosting a party,” Peter said.

 

“Well, don't keep the young lady out too late, dear.” May said, “But definitely find a different shirt.” MJ stifled a laugh.

 

“Was there something you wanted?” Peter didn't intend to sound so jerky. May shared a conspiratorial smile with MJ before turning to Peter.

 

“I was going to head out for dinner. Wanted to make sure you had eaten, there's some leftovers in the fridge. Plenty for you too, Mary Jane.”

 

“Why thank you, May,” MJ gave her professional dazzling smile, “I always feel so welcome here.”

 

“Because you absolutely are,” May smiled, “You two have a good night now.”

 

Peter gave MJ an exasperated look when May closed the door. MJ gave a little shrug, “She was right about the shirt.”

 

 

Mary Jane arrived alone at The Thompson's. The party was already in full swing, and it seemed to have become some wild incarnation far beyond what she had expected after Flash's birthday bash. Rand flashed her a bright smile over the top of Sally's head as she strode through the living room. Harry and Gwen were at the food table and MJ made a bee-line for them.

 

“Hi Mary Jane,” Gwen said. The little blonde seemed off put by the raucousness of the entire affair.

 

“Hi Gwen,” MJ practiced her disarming smile, “How's the food?”

 

“It's perfect,” Harry answered for his girlfriend. Gwen obediently quieted down while her boyfriend explained all of the great little things that were spread out over two big tables. MJ was quick to interrupt after she had grabbed some little bite for herself.

 

“I love the dress, girl,” MJ pulled Gwen out to look at the white and pink number the blonde was in. “You look hot.”

 

“Gorgeous,” Agreed Harry.

 

“T-thanks,” Gwen pushed a bit of hair over her ear as her cheeks flushed red. “You look nice too.”

 

“I did not dress like this to look nice,” MJ struck her pose. She looked devastating. There were at least four casual admirers and two salivating ones outside the conversation who had their eyes on the redhead. “C'mon the music is awesome and we did not dress this hot, not to dance.” She grabbed Harry and Gwen by a wrist and backed up into the crowd, which slowly began to part for MJ's insistent dance floor creation.

 

“What a bitch,” Liz held a red picnic cup half filled with rum and coke. She sipped and her face twisted at the flavor. Mary Jane was the center of attention, boys were tossing themselves at her. Sally and Rand were on the newly minted dance floor as well. Everyone seemed to have someone, except for her and MJ. And MJ seemed to have everyone. Liz imagined a cathartic fantasy of scratching out Mary Jane Watson's eyes. Then she saw Mindy looking morose in the corner. Hobie hadn't shown up, had he? Liz had heard that was all in the clear again. Liz quickly skirted around the party to talk to Mindy.

 

 

Spider-man zipped in erratic circles around the neighborhoods where he had fought the Prowler and where the Daily Bugle had reported finding his victims. The whole place was clear. The bright red and blue's presence was known to keep the criminals off the streets and his search was making it clear he was around. Web fluid wasn't cheap and Spider-man was already feeling frustrated from Liz, Gwen, MJ and Cat. The webhead was in the sourest of moods.

 

 

Sha Shan Nguyen did not drink. She had been proud when Flash had told her that he had not been acquiring alcohol for this party. She had assumed that meant there would be no one drinking. She was wrong. While Flash hadn't acquired and liquor, he had certainly done nothing to prevent others from bringing it. Flash wasn't drinking; Sha Shan smiled over small victories. She wasn't sure if that meant that Flash never drank. Sha Shan jumped as Seymour brushed passed her towards the food table. Seymour gave her a look that could never be described as apologetic. She calmed down. Tonight was her second month anniversary of dating Flash. A tiger was tearing apart the butterflies in her stomach. She took a drink of pop and pushed out into the crowd to find flash.

 

 

“Oh, what's wrong swinger?” Spider-man let go of his line and pulled off a perfect double flip and twist to land on the wall. Nothing. Now he was imagining things. Everything was frustrating. It was still early, he could abandon the hunt. He could go to Flash's. He could be just friend's with MJ. He could watch Gwen with Harry. He could suffer Liz's scorn. He decided to stay out a little while longer.

 

 

Liz crushed another red cup and tossed it what she would call “towards” the trash bin. The whole night had her teeth on edge. After listening to Mindy crying about Hobie, Liz realized that she didn't care. She had taken turns dancing with Kenny and Rand and that just made her feel lonely. Someone had smacked her ass and two guys had tried to shove tongues down her throat. She was feeling cheap, drunk and bitchy. MJ was tearing it up, untouchable. Liz pushed passed Seymour, Tiny, Harry and Gwen and pushed herself up in front of the redhead.

 

“What's wrong Sha Shan?” Flash was resting on his bannister.

 

“It's,” The Asian girl's smile wavered, “Can we talk?”

 

“Yeah, sure, my room is right upstairs.” Flash answered offhandedly. He offered her is arm. Sha Shan bit her lip.

 

“I don't know if I'm ready--” Her small voice was devoured by the music and crowd.

 

“I can't hear you,” Flash responded. He slipped an arm around her waist and began leading her upstairs. Sha Shan felt like her heels were cement shoes. She shook. “You're not sick are you?”

 

MJ was fire and Liz was fuel. The pair of them were sweat slick from dancing and a cluster of guys had swarmed around them, watching the pair move and trying to move in on the pair themselves. MJ felt free. MJ felt alive. MJ was glad that Liz was starting to come around to her. She was a great girl and MJ wanted her as a friend. Liz's hand was on MJ's waist and the two were grinding to some otherwise awful remix. MJ's green eyes blew wide when Liz pressed a kiss on her lips.

 

“Whoa girl!” MJ pulled back. Pushing Liz by the shoulder to make some room for herself.

 

“Liz is such a slut,” Seymour commented above the uncharacteristic silence of the party. The heavy slap of Kenny Kong and Rand Robertson's hands landing on his shoulders announced his immediate dismissal from the party.[3]

 

“What?” Liz growled, “Too good for me?” There was an obvious drunken slur in her voice. MJ's looked sad, worried and that only fueled Liz's fire. “You took my brother from me. And now you're taking Peter and--” Liz gestured to all of the party.

 

“C'mon Liz,” Glory stepped up to calm down her friend and get Liz away from making a bigger worse scene.

 

“I'm sorry, Liz,” MJ frowned, “I really can't help you.”

 

“What the hell was that?” Flash and Sha Shan turned as the ruckus exploded downstairs. Flash, it was his house, apologized and led Sha Shan downstairs to mitigate whatever was happening. The way down felt so much lighter than the walk up. The music was still going but the whole crowd had shut up and had turned to watch the imminent destruction of Liz Allan.

 

“I don't need your help! What I need is--” It was Harry who grabbed Liz, a soft embrace around her shoulders and a quiet word in her ear. Gwen ran defense getting MJ out of Liz's line of sight while Harry tried to calm down the drunk cheerleader. Harry was good, direct, control. Rand, Kenny, Glory and Sally made sure to keep a path clear so Liz could exit into the kitchen.

 

“Is Liz OK?” Flash asked somebody.

 

“She made out with MJ!” Flash pushed aside the kid and followed his friends into the kitchen. Sha Shan came close on his heels.

 

Liz was looking green from drink and embarrassment. Harry was sitting with her, holding a glass of water. Gwen was hovering, worrying over the whole thing. Kenny was standing guard with Glory making sure those who came in were there for good reasons. Rand watched Sally fuss ineffectually about the room.

 

“What happened?” Flash asked Rand.

 

“Too much drink on a bad day.” He responded sagely.

 

“She good?”

 

“S'cool.” Rand explained.

 

“All right,” Flash turned to Sha Shan, “C'mon they got this.”

 

“Actually,” Sha Shan felt the fluids churn in her gut, “Can we talk out back?”

 

“Sure, let's go.” Flash led his girlfriend passed his friends and out to the backyard. His little sister was making out with some freshman a year older than her. Flash quickly put the fear of god into the boy and Jesse gave her brother the dirtiest look he ever received. It was only a moment or two longer until they were alone. Sha Shan sat down on the swingset. Flash hovered over her.

 

“What's wrong, babe?” Flash asked.

 

“We've been going out two months.” Sha Shan explained like she was looking down a bullet.

 

“And hopefully two more.” Flash answered. Sha Shan looked up, and laughed.

 

“You're a great guy Flash,” She said.

 

“Ah, crap,” He said, “You're breaking up with me. Dammit!”

 

“No! Flash!” She grabbed his hand, “No.”

 

“Oh, then what's the problem?” He squeezed her hand back. Sha Shan smiled.

 

“It's been two months.” She said with force.

 

“And?”

 

“Really?” She asked flabbergasted. She reached into her pocket. The condom was still there. Her fingers vibrated nervously a moment before she pulled it out.

 

“Really!” Flash's eyes went wide. “Tonight?”

 

“I-I don't know,” Sha Shan whimpered. “I mean, we're supposed to an all but...”

 

“So we don't,” Flash shrugged, “Not until you're ready.”

 

“Really?” Sha Shan looked up. “But--”

 

“Really.” He clasped another hand over theirs. “Seriously, one, Liz told me it was three months when we were dating. And I hadn't been quite ready when we first did it. And B, I don't want to be with you because some timer dinged and now I get the prize. I want to have sex when you want to have sex.”

 

“You're a great guy,” Sha Shan smiled, “Really.”

 

“Really.” Agreed Flash. He earned a light smack against his side, “Let's go back inside. I never got you on the dance floor yet tonight.”

 

 

Spider-man twisted around another building. There was a flash, metal glinting. The webhead charged.

 

“I was afraid you stood me up,” Spider-man slammed a solid double kick into a rooftop just moments before the black and purple cowled Prowler could dive away. Tar and stone tore as claws left gouges in the roof of the five floor walk-up.

 

“I've been looking for you Spider-man.” The Prowler took a pose that kept both clawed hands ready to strike or defend.

 

“Have you tried calling? The lines are always open.” Thwip, the web shot out in a line that passed through the newly emptied space that once contained The Prowler's face. The web was cut as the Prowler spun about and began rushing Spider-man. The webhead easily leapfrogged over the Prowler and kicked him in the shoulders, sprawling out the darker vigilante onto the roof. The Prowler swiftly regathered himself into his fighting pose.

 

“The neighborhood doesn't want you Spider-man. The people can't afford your protection.”

 

“Hey! I saved these businesses and people from countless threats and I haven't asked for a cent.” Spider-man defended himself.

 

“And how much damage have you done? How many cars and houses and businesses have you wrecked?” The Prowler snarled. “Get out Spider-man. We can handle our own.”

 

“For now, but happens when Rhino or Mysterio take up here. What can you do then?”

 

“The only thing supervillains want with us, is you.” The Prowler approached, blades out. “We take out the Spider-man and we don't have to worry about the big guys.”

 

“No, that's not how it is.” Spider-man retorted. “You have no idea what--”

 

Two claw strikes followed by a shoulder tackle sent Prowler sprawling across the roof once again. Spider-man was still untouched. “Hey cut it out! You see that could be funny if you ever managed to cut anything.”

 

“Jokes!” Prowler screamed in anger, “This is a joke to you! You ruined everything.”

 

“Not everything,” Spider-man cartwheeled away from a wild slash, “Still got your pretty face.” Spider-man turned and brought a solid right cross into The Prowler's cheek. The vigilante took the hit poorly, flying a half dozen feet before landing shoulder first on the ground. There was sick twisting sound as he rolled on his shoulder and skidded the last couple of feet on his chest. Spider-man rushed over. The Prowler's hood was torn. The light of the city that never sleeps was enough. Spider-man knew. He pulled the mask the rest of the way off. It was Hobie Brown.

 

He took Harry's father. He lost uncle Ben. He put Mark Allan behind bars. He cost Hobie his neighborhood, piece of mind and now probably his shoulder. The spider bite was feeling like a curse.

 

“I'll get you to a hospital.” Spider-man webbed The Prowler's arm to his side.

 

“I've had enough of your help, Spider-man.” Hobie grimaced. “Leave me alone. Leave us alone.”

 

 

 

 

[1]Spider-man used this same new product to overcome Kraven's sense of smell in season 2 episode 3.

[2]Mindy MacPherson is not named in the show but she appears at least twice. She was notably Hobie's Valentine's date seated ahead of Jameson in season 2 episode 10.

[3]It bugged me in the Ultimate comics when none of her friends stood up for Liz after she drunkenly kissed Peter. So, call this wish fulfillment.


	2. 305 - Kings and Queens

**Summary for the Chapter:**

> After hospitalizing The Prowler, Spider-man is finding how little control he has over his life.

History 305: Kings and Queens

"It's the eyes, Love. And the roar." Calypso smiled as she shed her pale leather vest onto the suite's floor. Kraven lay at the head of the bed. His altered body bare above the waist. "The shivers you send down my spine..."

Calypso peeled off a loose silk blouse. Her bare breasts tipped in excited black nipples. Her skirt slithered down her legs like a python. Nothing beneath. Calypso was a wild thing. A thing of beauty. Rubies, like drops of blood, dangled from her ears. Teeth, fangs, danced around her neck on a chain of gold. Gifts and trophies from her love. Candles, black candles with dirty red flames cast haunting lights around the suite. The lion was stalked. The hunter was prey.

Gulyadkin's roar thundered from behind Calypso. The big cat paced as it smelled the arousal in the air. He clawed the carpet until he fell down in a slump. The smell always meant shut up.

"I do not deserve this, my love," Kraven scowled. The unleashed beauty before him was climbing over his body. There was a darkness in her eyes and a warmth. Neither power competed, both implacable, both undeniable. "I am still a failure."

"The prey is still waiting for you, Love." "Calypso's hands slid over Kraven's chest. Her fingers traced muscles, her palms adored his coarse fur. "But I will not be made to wait."

"No," Kraven's leonine smile was hungry, "You will be made to scream."

One of Kraven's clawed hands was large enough to encircle most of Calypso's waist. The dark lover didn't whimper or scream as her Love picked her off of himself and thrust her into the mattress. Her eyes beckoned and her smile taunted. Kraven's kiss came down as a bite on her throat. Calypso's hands slipped over Kraven's flexed back. So much muscle, so much power. She bit him back, only she drew blood.

"Love," Calypso's lips dripped scarlet onto her chin. Kraven released his mouth from her shoulder and rose up over her. A great clawed hand held her into the bed, a great thumb curled around her large breast. Another hand, gentle, loving, raked down her long black hair. "Your tongue."

Kraven obeyed. The will of Calypso was not to be denied and Kraven had no interest in denial. She opened, her right leg caught in his left hand, her left legging kicking out past Kraven's right knee. Kraven was teeth and torment. He descended her flesh with no haste. The soft skin on her collarbone rose in gooseflesh as his rough tongue slithered towards her breasts. She licked the blood from her lips and caressed the sides of his face as Kraven claimed her breast. The beast, the predator inside Kraven was compelled by the prominent drum beat beneath her ribs. She always called for the dangerous. She always toyed with him, coiling him like a serpent ready to strike. She always screamed at the snap. Kraven held back. He was the hunter. A master of patience, control, he would never strike too soon.

"You taunt me, Love," Calypso murmured as fangs and lips wandered over her belly. The hand on her right leg climbed down her thigh, holding her open as it took the flesh of her ass in hand. Her hips rocked. Her hips squeezed shut. Her hands tugged at her own hair. "I need you, Love."

"And I am always here when you call," Kraven whispered. A heartbeat before anticipation became frustration, Kraven buried his face in the soaken wet sex of his Love. Snarling, burning with white hot fire, he gave her pleasure.

Calypso was not ready for his feverish love. She bucked and snap with immediate pleasure. Muscles snapped and her whole world convulsed. She kicked feebly. One leg was held far from her Love; the other was caught tight under his arm. He still held her immotive. On hand clasped around her waist, she could not escape. He had her trapped. She tugged at his hair, unable, unwilling to stop in her first climax. His tongue, rough and agile, circled her asshole and slid across her wet lips. The bud of her clitoris drew him and made her scream.

The scent of blood and sweat and sex sent Gulyadkin into a whimpering pace once again. The strength of her voice left the lion with a disquiet and fear often unknown to the predator. Retreating he found the door. He whimpered and collapsed, a mirror to the end of Calypso's pleasure.

"Ah... Mon amour. Je m'étends vaincu. Ma petite mort n'est que le début."[1] Calypso, in times of passion often reverted to the tongue of her native Haiti. French was not one of Sergei's better languages but the lilt and passion were catalysts to his own desire. By her ass he lifted Calypso's sex from the bed and continued his given assault.

Calypso wailed once again. Nothing seemed to work properly. Lightning ran under her skin. She felt explosive, hot. The sweat shining on her skin rose into steam. Her legs responded poorly at best. Muscles tight and aching as his tongue mapped her pleasure. He knew every millimeter. He gave of himself and of his love and she could not contain it inside her.

Her voice was rasp. Her throat was dry. Her eyes flicked back under her eyelids. He would not let her arch from the bed. She rolled from shoulder to shoulder. Her nails raked through his slick hair. Blood flecked behind after particularly violent tremors. She was close once again. He would not relent. Heat like hellfire boiled inside her. She pulled her hands back. She grabbed her own breasts. Trails of blood slunk after her fingernails. She brought her left hand to her lips. The taste of her love was the last catalyst. Her throat opened in a wordless cry. Her eyes saw only darkness as they rolled up. Her body shook. Still he controlled her. His strength indisputable.

Gulyadkin trembled by the door of the suite. There was power in the voice and echoes of Calypso and the lion feared it. Kraven continued through her pleasure once again. Ragged breaths and sputtering sighs overcame the lapping against her sex. Kick, fight, scream. Her pleasure was the fight of nature herself. Calypso begged and pleaded. Kraven answered with more ferocity, more exact strikes. Perfect control and she was wracked a third time. Quicker, not as fierce, but the pleasure strangled. Calypso panted as she rescinded. A pain of constant pleasure left her so tender that she had to force her chest to calm so she could find enough air for her voice.

"Sergei, j'ai besoin de toi, mon amour. Arrêtez vous. Donnez-moi votre tout." Kraven recognized the command to stop and he retreated. His power still held her to the bed. She looked up with bloodshot grey eyes. She whispered his name. So quiet only he could have heard it.

"My love? What will you have of me?" Kraven asked, ascending her body, allowing her to stretch out as he kissed her breast and shoulder. She cradled his face and kissed him strongly. Her answer was without words. A slender hand reached into Kraven's pants. The hunter's erection glided into her palm as she wove her fingers around the shaft.

Calypso rolled onto her knees and presented herself into the air. She cooed as Kraven's hand found her shoulder blade and whimpered as he roughly opened her further. She leaned on her shoulder reaching under herself and between her thighs. She urged her Love towards her. There was pain. But pain was just the sister of pleasure and Calypso begged for both. She was impaled and she rose from the bed onto all fours. Her throat was arched open in a beckoning call. Her heart unmistakeably setting the rhythm. Harder, faster in beat in her chest. The thick power of her Love drove in deep and retreated almost wholly. Her fists curled up the bedspread. He rose higher, his great form pulling her up onto her toes. Each downward thrust nearly collapsing her slick form onto the bed. Eyes white she look to the sky and prayed.

"Mes déesses. La nuit, l'amour et la douleuse. Donner votre navire indigne tel plaisir et elle vous donnera la chasseur." She promised as she was filled. The pain on a background to the spikes of pleasure she shared with her Love. The hot breath on the back of her neck. The tight grip on her thigh and in her hair. She called out. He answered.

"With me, my love," He demanded and begged all at once.

"Toujours," She promised. She closed her eyes. Her tongue lagged before her jaw shut tight. Every muscle pulled like a harpstring. Her throat bulged as she tensed. She knew, she had always known. He was near and she feared the strength of the lion near as much as she loved it. Her black skin was turning a dull red from heat and the slapping against her. Kraven slammed into her, folded tightly along the arch of her back. She let go. Down on her forearms and her thighs wavering as she kept the pair of them high during their climaxes. She whimpered, battered and bruising from the ferocity of her hunter. She felt the seed splashing inside her, unworried, knowing that if his hunter sought her fertility she would be unable to stop him. She was loved. He was loved. She felt his great arms pull her into his chest.

"Thank you, love."

"Always," The hunter promised.

 

The sound of the lovemaking stopped and Adrian Toomes returned to the blueprints Mason had drawn up. Beck rearranged himself on a nearby couch, clearly off step from the shrieks and chaos that had erupted from the suite. Toomes looked on Quentin with pity. The Vulture had had his share of wild trysts back before he was kicked out of grad school. He had a particular favor of wild black women and found himself feeling more nostalgic than off kilter or envious. It gave him a momentary good feeling before he fell back into his darkness.

Adrian Toomes had fought and worked for years with a string of failures. His juvenile mistakes had robbed him of the credentials to excel in his chosen field. Finally, dedication and hard work and ingenuity had finally given him the greatness he had dreamed of. And that hack, that half-cocked arrogant mistake of a scientist, Norman Osborn had taken his work and pissed on his name. Adrian Toomes had wanted recognition. Adrian Toomes had demanded an apology. Adrian Toomes had nothing. Tekflight still belonged to Oscorp. Worse, Osborn was dead. Toomes had dreamed about dropping the man like a stone onto the pavement but a dead Osborn was a useless one.

It was the goddamned arachnid. Toomes curled his lips into a half snarling smile. Arachnid was Octopus's slur. He had respect for Octavius, especially since the little man had shaken off the oppression of Oscorp and become Doctor Octopus. Otto was convalescing in Ravencroft once more. How he had convinced a second jury he needed treatment and not incarceration was a sure sign of his genius. Toomes looked forward to reuniting with his partner in crime once again.

The blueprints were impressive. Phineas Mason, The Tinkerer, excelled in robotics beyond anything Toomes had imagined. The Tinkerer had reinforced Vulture's wings, providing sharper control and a better harness to help the old man withstand the acceleration he subjected himself to. The Tinkerer was the mind behind Mysterio's machinery. He had upgraded The Shocker. He had expanded The Shocker's tech into producing Ricochet and Ox's improved body armor.

"This is incredible." Adrian Toomes put down the last blueprint.

"Mason says he needs capital." Beck sat down next to Toomes, looking over his shoulder at the closed door between they and Kraven.

"We can acquire anything we need." The Vulture assured Mysterio.

"Of course," Mysterio nodded, "But Spider man--"

"Spider-man will be my responsibility." Kraven opened the doors as he announced his presence. Toomes caught a glimpse of Calypso, in little more than an improperly tied robe, behind the leonine hunter. Beck turned away with a sophomoric blush on his cheeks.

"You'll need assistance?" The Vulture knew Kraven had failed even with the help of five other supervillains.

"He shall have it." Calypso announced. Her body flowing with power as she crossed the main room towards a divan. She began brushing her hair, oblivious to the stares of the men in the room. The Vulture followed her movement with an appreciative grin.

"You're a lucky man," Adrian commented.

"Indeed," Kraven showed no jealousy towards Vulture's appreciation, but contempt for Mysterio's embarrassment. "The lion hunts with his queen."

"And how do you plan to finally do in your prey?" "Vulture asked.

"With the right bait." Assured Kraven.

"Flavored with the right poison." Grinned Calypso.

 

It was Sunday afternoon. Two days after Spider man had defeated the Prowler. Peter and MJ walked in silence through the antiseptic smell of the hospital. They were visiting a friend the paper's said had been injured by The Prowler. They found Ned Lee being turned away by a furious black woman.

"Peter!" The reporter turned away, finally giving up talking to the victim. "Long time my good man. The paper just isn't the same without you. And, it's Mary right?"

 

"Yes it is," The redhead smiled.

"Seriously, no one at work believes your dating the girl on the billboards." Ned clasped Peter's shoulder. "Betty's sticking up for you but..."

"Yeah, I get it." Peter grinned. Ned was enthusiastic but a good reporter. With the exception of Jameson, Peter had liked the whole staff at the Bugle.

"Good man," Ned smirked. Mary Jane shared his teasing mirth. "Anyway, do you know Mr Brown? His mother won't let met in and--"

"I do. But, I'm not standing up against his mom." "Peter replied.

"Smart move," Ned agreed, looking over his shoulder to make certain Mrs. Brown had returned to her son's ward. "Could've really used your pictures on this case. The police sketches of the Prowler's mask aren't much to go on."

"Well, when your boss hires supervillains to stalk you and your friends..."

"Say no more Peter." Ned clasped his shoulder, "But Robbie'll hire you back in a heartbeat if you ever want to get into again. And you probably could get a raise if you play your cards right."

"I'm actually kind of glad Peter isn't chasing after Spider-man anymore," Mary Jane interjected. "It's hell on all the people who worry for him."

"Yeah," Ned agreed without much sympathy. There was something in his eyes, "But it's hard to give up the chase, isn't it?"

"You have no idea," Peter agreed. "Say hi to Betty for me."

"Yeah, you pass on my regards to Spidey," Ned laughed, "Nice to see you again Mary."

"You too, Mr Lee."

"Ned," Ned corrected and then went off down the hallway speaking some hurried thought into a small recorder. MJ gave Peter a look he assumed meant "Don't you dare go back to the Bugle." The two teenagers moved ahead to meet Mrs Brown at Hobie's room.

Hobie didn't look good. His face was bruised and purple. Peter knew it was from the right cross he had swung across Hobie's face. MJ believed what the Bugle had written. Hobie was just a mistaken victim of the Prowler's hunt for gangbangers and street scum.

"Hello kids," Mrs Brown issued in Peter and Mary Jane. She gave the redhead a little push putting her just a bit closer to Hobie's bedside.

"How're you feeling?" Peter asked. A guilty knot was forming in his stomach.

"Been better." Hobie said with uncharacteristic brevity.

 

"You look terrible," MJ pointed out.

"It's not as bad as it looks," Mrs Brown assured them. "Plus Hobie's been seeing just how much his friends care now that they've been running in and out of here all weekend."

There were flowers and get well cards lining the windowsill with little room leftover. MJ put the one from her and Peter next to the football shaped one Flash had left. Mrs Brown announced "I'm going to get some snacks. You kids want anything?"

"I'll come with you," MJ volunteered. She leaned in to give Hobie a quick hug and whispered "Get better." Peter and Hobie placed their snack orders and the women left them alone.

"I haven't turned in the pictures I took." Peter said once the door to the hallway was closed.

"What?"

"Of you fighting Spider-man." Peter's face grew dark. He was angry and worried and it was coming off dangerous.

"I thought you quit The Bugle?" Hobie started. "No, I mean who wouldn't follow Spider-man. I was wondering why you showed up."

"I showed up because my friend was hurt and I was worried." Peter explained.

"We've never quite been friends." Hobie shrugged. "But thanks."

"So the Prowler? Why?"

"The youth center kept me from being picked up by gangs. They use kids as dealers and runners because they can't get arrested for as long." "Hobie sighed. "When the center had to close down. I saw the sharks and vultures picking up the kids who no longer had that safe place to go to. I couldn't let it happen. All the gear from the center is still there. I just took over the metal shop and set myself up. Figured I could be a real hero. Fix the mistakes made by Spider-man. Look out for the little guy. I got lost in all the anger. Didn't see that I was making worse mistakes than the one Spider-man did."

"I'm not planning on turning over the pictures," Peter said. "I won't sell them to the Bugle and I'm on contract not to sell Spider-man photos to any other publication for the next two years."

"Why not?" Hobie asked. "The cops could really use them."

"Yeah," Peter agreed, "And I might have to. It all depends."

"Depends on what?"

"What's next for The Prowl--the guy who did this?" Peter asked. Changing his question as the door swung open and MJ and Mrs Brown returned to the room. Arms full of snacks. Healthy and junk food.

"Spider-man knocked some sense into him," Hobie declared.

 

"Good." Peter agreed. MJ gave him a quizzical look. The chatting returned to safer topics. "Get better buddy." "Thanks for the M&Ms Mrs B." And soon the next group, Liz and Mindy, arrived and Peter and MJ were leaving.

"What's going on?" MJ asked Peter in a whisper as they started the journey out.

"I was feeling kind of guilty I hadn't saved Hobie," Peter admitted while guarding the whole truth. "I just wanted to know what had happened and how I could prevent it for next time."

"You're a good guy, Peter Parker," MJ pulled him in for a quick kiss on the cheek. Peter blushed and MJ poked him in the ribs. They turned towards the elevators just as Liz slipped back into Hobie's ward with a sneer on her face.

 

M3 was always a place to feel awkward. Teenagers: hormones and stupid decisions came together like baking soda and vinegar. This Monday morning it was worse for some people. Unable to convince her parents that her hangover was the flu, Liz showed up. She hadn't talked to anyone since Harry and Gwen had walked her home. She really didn't want to look anyone in the eye today. She caught Seymour looking at her but he hurried on when she gave him a proper scowl.

"Where have you been Liz?" Sally had on a bright smile when she grasped her best friend in embrace. "You missed all the fun we had this weekend."

"Like Hobie getting beat up?" Liz asked hoping to keep Sally's affected congeniality away from her own drunken fuck ups.

"Oh God!" Sally smacked Liz across the upper arm, "No! Look, Hobie's going to be OK. The police or Spider-man's going to get the guy who hurt him. We need to see the good in that and move on to the good in everything else."

"Thanks Sal," Liz smiled for the first time since the party, "Look, I really want to forget all that happened."

"Hey this beautiful hair isn't only for show," Sally puffed up her blonde ponytail, "I can forget anything."

"Ah, I always hated that." Liz admitted.

"Hated what?" Sally cocked an eyebrow.

"Playing dumb." Liz looked over to the dry fountain Sha Shan and Flash were talking hand in hand. "Terrifed he wouldn't have liked me if I wasn't a bimbo cheerleader. It was exhausting."

"I know what you mean," Sally gave a crooked smile, "I never had to play dumb for Rand. He used to get so mad when we started that way last summer. Turns out being a controlling bitch is better than a simpering bimbo. It's so easy to fall into that hole though."

 

"Ha," Liz smiled again, turning away from Flash and moving into the school. Peter was coming and she didn't want that heartache right now. "And I bet Rand is feeling the effects of Queen Bitch now."

"Princess Bitch," Sally corrected, giving a flutter of her eyelashes and an innocent lip biting smile. The cheerleaders laughed their way inside.

 

"I knew you were kind and considerate. Why I dated you in the first place. I let myself get so twisted up over," Sha Shan's voice dropped several decibels, "first time." She continued with her regular volume, "I'm glad you're willing to wait."

"Anything babe," Flash grinned, "I'll tell you what though. When you can say first time without dropping your voice. I'm coming for you."

"Really?" Sha Shan brushed her hair back over her ear. She couldn't kick the goofy toothy smile from her face, "Good. I'll be ready."

"Excellent," Flash declared. "So now that the play's all done, what will you be working on next?"

"Actually, I got this idea from talking to Hobie in the hospital," Sha Shan began animatedly describing her next big project. Flash watched with genuine interest. Asking questions that showed quite a bit of perception. He may not have known how carbon atoms bonded to hydrogen or how to find out the area under a curve, but he could listen when motivated.

 

Peter arrived with MJ. Swinging to school was becoming less of an option with the redhead showing up to catch the bus with him two or three times a week now. He had a passing thought about why she was crashing with her Aunt Anna so often but it was quickly supplanted by the way her red hair caught the breeze and showed the curve of her neck. The she flashed a bright smile. Her words slicked off the imaginative barrier protecting Peter's brain while he daydreamed about webbing her to a bed. The fingers snapping in front of his eyes kicked him awake.

"Earth to Peter," Mary Jane looked mildly put out. "What's going on in that head of yours?"

Peter gave her an idiot's grin and she rolled her eyes. The bus gave them just a few minutes to get to class. The pair were hurrying to their criminology lecture. They met Gwen and Harry near Gwen's locker. It was a quick kiss she gave Harry. It was a sharp spike Peter felt. Harry was leaning over her telling her a story, using every moment to close the small distance between himself and his girlfriend. MJ interrupted.

"Morning Gwen, Hi Harry," Her heel kicked Peter in his shin. The message was clear. Get that look off of your face before you hurt Gwen.

"Oh morning Mary," Harry said, he was in a bright mood, "You and Pete seem to be getting closer."

The comment was meant to rattle Gwen and Peter. Harry could feel the feedback from where his hand rested on Gwen's wrist.

 

"Well were kind of neighbors," MJ pointed out, "It's kind of amazing we hadn't really been friends before."

Peter and Gwen heard the finality in the word friends. Gwen smiled. Peter shuffled his feet.

"Anyway, you guys go ahead," Harry charmed. The change in him since watching his father go glider first into a pile of pumpkin bombs was obvious. He was more aggressive, more forceful, more charming and seemingly without the social awkward timidity people had come to expect from him.

"We're just about late as it is," MJ agreed, "But I wouldn't want to be the boyfriend who kept the police captain's daughter from class."

"It is pretty close to the bell Harry," Gwen agreed. She seemed so deflated with him. Still Gwen but not all of Gwen. Peter was feeling nostalgic for The Look.

"Well, what are we waiting for then, friends," Harry slipped an arm over Gwen's and another over Mary Jane's shoulders. Peter chased after them, one step behind.

 

"Sample SM-05 is showing signs of decay. Mild, sample is still sound. Continuing experiments with adjusted d--"

"His stink is still here." The low timbre growl of Kravin the Hunter echoed in the hollow parts of Dr Warren's ears. The scientist stood up, turned, his left hand rested on the labtop counter. He slipped his right hand behind him. His revolver was not in its holster. His face showed no hint of it.

Kraven arched an eyebrow. The smell of nervousness, sweat and adrenaline, was wafting off of the doctor. Calypso stepped out from behind Kraven. The whiff of lust mixed into the air.

"Welcome back, Kravinoff," Dr Warren extended a greeting but not a hand. "To what do I owe the pleasure?"

"The Spider-man. He has been here. Recently."

"No," Warren corrected. "I check the night cameras regularly."

"I smell--"

"I have samples." Warren interrupted with casual disrespect, "I am studying his mutation. His blood is on this slide."

"Mmm," Calypso licked her lips and approached the microscope. He stepped back. She was easy to admire in her elegant but primitive gown. He looked up to see the smug look on Kraven's face. The woman spoke, "This is magnificent, What is your price?"

"They're not for sale," Warren declared.

 

"You're certain?" She asked in a sensuous purr. There was no coyness in Calypso. She was as much hunter as her Love.

"Very," Warren gave no ground.

"Then you must tell me how to procure my own," Calypso's words were unconcealed threat.

"No need," Kraven declared. He picked up an empty vial marked SM-04. "I can smell a third scent on here. A woman."

Warren remained stoic and tight lipped.

"A woman?" Calypso returned to Kraven's side. "Then we do not bait the Spider, but we bait the man."

Kraven smiled or showed his teeth. Warren would never know. "Do we have a name for the woman?"

"Yes," Warren smiled. The gears turning in his head let him say "Black Cat" with a smile.

 

Spider-man was swinging across Manhattan in the last minutes of daylight. It had been an uneventful night after an uneventful day. He was starting to feel the effects of quitting The Bugle. The hours and work with Kingsley Inc was thin. He didn't have the portfolio of most of the photographers on staff. He only seemed to get work when Kingsley personally decided that he needed to cameras at a given shoot. The pay was great but he wasn't getting enough work. He could have pulled in nearly twice with pictures of The Prowler and he had done that anyone. MJ on the other hand was in demand. Seemed like every other day she was grabbing the uptown bus to meet up with Ms Vaughn-Pope for another assignment. Peter had only photographed her twice, and once had been in his own bedroom. He cracked a smile under his Spider-man mask. The only person he had more fun snapping pics of was Black Cat.

Speak of the devil and she will appear. Peter almost missed her. She was waiting on their gargoyle over Brooklyn. Spider-man didn't think twice. He cast a web over and swung. There were signs. She was standing, hair blowing in the breeze. Regal was the description for the Cat. However, Black Cat was playful, taunting. Yes, she was proud, but she had never shown herself to Spider-man like this before. Peter landed on the nose of the gargoyle.

"Hey Cat," Peter grinned under his mask. His heart was pumping harder than after he had dodged all of Goblin's traps. "I've been missing you."

Black Cat smirked, her lips cutting a clever game while her eyes had an ice to them. Peter would have stammered, but Spider-man didn't. "I haven't forgot about our night. I looked for you." The Spider-man scuttled forward before standing up to his height, eye to nose with the platinum haired thief. There was a chaotic sound, like drumming booms producing a frightening beat with Spider-man's own heart. The gloves of the Black Cat settled on his cheeks and she leaned in kissing him through the mask.

"Heh," Spider-man spoke with all the eloquence left within him. He almost formed a dopey comment, intrigued by the baiting grin crossing Cat's lips. The beat still rattled under his skin. He almost missed the tingles. "Cat!"

Spider-man grabbed her about the waist before he jumped. Web line grabbing the next gargoyle soon as the claws slashed down into stone. He had been heartbeats away from being threshed. "Kraven?"

Spider-man tossed the woman up onto the next ledge, swinging under and landing behind her to make sure she fell. The wind rushed passed him but it seemed to miss Cat's hair. He landed face to face with Black Cat.

The eyes were wrong. Everything was wrong. The drums, The drums hammered alongside his heart. She held a red-tipped needle in her left hand. Peter blinked. The world was unbalanced, tilting. The spider-sense hadn't fled him. He leapt off the wall. Eyes clashing with the hungry look in the woman's. Kraven landed from his second pounce. Cat faded into blackness.

"What is this? Trade in your hot sleek kitty for a clunky old one?" Peter landed on a glass pane above Kraven. "Should've kept the receipt."

"This is the end of you Spider." Kraven growled. His claws shrieking as they scoured glass. He was charging up the wall.

Spider-man attempted to jump over top but Kraven was quicker, stronger and already had the momentum. The Spider-sense was in chaos but his feet and arms failed to move with all the power and celerity he was expecting. Grabbed by the ankle, Spider-man was swung backwards shoulders colliding with stone wall. Kraven's hand gripped tighter on his ankle and tried to pull him back. Spider-man fought. He found purchase on the wall and rolled with a backwards somersault. Kraven had no such purchase. The leonine hunter was sent over the Spider-man crashing face into the glass. It didn't give there was a hard crunch. Kraven let go. He was falling.

"No!" Spider-man panicked. Visions of Norman's death, of Hobie's hospital bed, of Jack O'Lantern's sprawled body, all contested the vision of Kraven tumbling twenty four floors to his demise. The web thwipped from his wrist catching Kraven by the waist. The weight felt huge. Spider-man's biceps bulged as he pulled back to halt Kraven's momentum. Kraven swung back towards the building.

"Little Spider. I am no fly for you to catch," With a slash of his claws, Kraven's tether snapped. He was already swinging back towards the wall. Kraven growled as he twisted about before rushing and leaping his way from ledge to sill. Spider-man wobbled. His vision was blurry. He needed to run. Spider-man leapt, throwing his web out to the building across the road. "Yes, run Spider! The thrill of the chase is the best part of any hunt."

Spider-sense throbbing, Spider-man landed on a gravel covered roof face to face with a snarling lion. "Nice kitty," Spider-man slurred, moving slowly hands before him. He dropped, his legs not working just like they should. The lion pounced overhead. Peter's quick roll and slide up onto all fours put him face towards the backside of the big cat. "Looks like someone could use a cat nap." Spider-man swung out with a heavy punch, colliding with the side of the lion's mane as it turned. The cat rolled twice before it scrambled back to his feet.

"Gulyadkin is not so weak as to fall from a single punch." Kraven's voice came from behind Spider-man. The hero turned to face the hunter.

"Alright," Spider-man wheezed, "From this point on: I'm a dog person."

Spider-man twisted aside as Gulyadkin pounced once again. Spidey was safe, but his muscles seemed so lethargic. What had Cat given him? Why? He knew she was mad at him but he had figured things had changed after their evening together. Something wasn't right. Nothing added up. Kraven's attack was closer than Gulyadkin's. The spider-suit was rent on his shoulder. He wasn't caught. He ran, diving over the edge of the building. Kraven's claws kicked up debris as he rushed after him. The arms crushed around his middle. Air was pushed from Spider-man's lungs. He sent the webs forward grabbing the next building. Gulyadkin roared from atop the building.

"Relax, Spider-man." Kraven squeezed tighter. "This is the final end for you."

A gaspy breath was all the quip Spidey managed before the pair swung hard into the brick wall. His whole body hurt, but he managed to twist and kick hard enough to shake loose Kraven. "Twice you have broken my grip. You are indeed the greatest prey."

Kraven managed to keep himself high by grasping a fire escape. He didn't have time to move before Spider-man kicked Kraven across the face. The webhead was swinging away. Kraven roared. Spidey sucked in all the air he could. Oxygen was undeniably delicious. He left behind the lion and the hunter swinging his way towards Midtown. It wasn't good enough. Kraven wasn't stopped. Kraven would follow. He couldn't go home and it was only a matter of time before his alarm would go off. Dizzy, disoriented, aching, he swung passed the alleyway he had webbed up his clothes and backpack. If Spidey couldn't run, maybe Peter Parker could.

He wasn't far from The Silver Spoon and he wasn't surprised when he ran into MJ. He figured he would run into someone from M3. He had overheard plans at school that day. He was surprised, with Spider-sense and "He's going to kill me!" hyper alertness that she saw him first.

"Peter!" She hollered and waved. He managed not to flinch, still looking up and searching for lions. Peter ran over to her.

"Hey MJ," He was speaking fast, "Is that a new perfume?"

"Yeah, its Revanna Number 6. I got a sample from the shoot yester--"

Mary Jane's green eyes went alarmingly wide when she found herself pushed back against the front window of The Silver Spoon. Peter's lips forcing themselves onto hers. She tried to push him off but he was strong. She knew his secret but she hadn't known his strength. He broke the kiss for just a moment, whispering "Need to. Explain later."

There was no stopping him and though she hadn't expected or asked for this, Mary Jane was interested in it. She trusted Peter, so she crossed swords with his tongue until the lion roared.

"What the?" Peter had acted surprised reeling back two or three steps as Gulyadkin stalked out of the alley Peter had exited a few minutes earlier. MJ could feel her bones turning to jelly. The scream belonged to Liz Allen.

Peter twisted to see his ex-girlfriend rushing up to him. Her scrunched coffee cup was leaking its steaming contents all across the sidewalk. She dashed up. "We have to run!" Her eyes not leaving the slowly pacing lion.

 

"I think a lion can outrun us." Mary Jane's words were knocking as hard as her knees.

"Gulyadkin has no interest in you children," The voice came from overhead. Liz refused to take her eyes of the lion. Mary Jane and Peter looked up to see Kraven the Hunter coming down the side of the building. Peter jumped back several feet to give the great hunter room to land. Those catlike eyes turned on Peter. "We're hunting Spiders."

"This again?" Liz garbled her words, "Peter's not Spider-man, the Bugle proved that."

"But he stinks of him." Kraven breathed in sharply through his nose. "And of this one." He waved to the redhead.

"Peter! You're backpack!" MJ said, lightbulbs going off over her head. It was hard not to laugh and smile at the genius of it. Peter dropped his backpack just quick enough for Kraven to wrench it from him. Peter fell backwards on to his ass, not part of the plan, part of the poison, but it certainly sold his story.

"Clever bug," Kraven smirked. "But he cannot run forever." He growled, the sound echoing like terror deep in the lungs of MJ and Liz. Peter just watched the lion turn and chase after the hunter.

"Peter!" MJ laughed, falling down onto her knees and giving him a hug. It was her time to kiss him unexpectedly. Liz's death glare was followed by the angry clicking of her heeled boots as she stormed away from the pair. "That was genius." "The redhead whispered as the sounds of the city protected her words from reaching Liz. "Webbing the mask to the bottom of your schoolbag."

"Spider-man must really hate you." Flash Thompson's laugh was followed by Peter being slugged in the chest with his backpack. Sha Shan and Flash were standing over MJ and Peter. Flash, triumphant, had Spider-man's mask, still clinging with webs, in his right hand. "Nice work with Mary Ja--Spider-man might be telling you to take his picture again." His breakneck change of topic occurred when he saw Sha Shan cocking a eyebrow at him.

"Come on, Tiger," MJ stood up and offered Peter a hand to his feet, "This has been the kind of crazy night. Let's get you home."

"Yeah," Peter scratched his head as Flash and Sha Shan walked passed them. "Hey Flash. Do you think I could get that mask? I kind of earned it."

"Nope!" Flash said laughing and waving it over his shoulder back at Peter. Peter slumped. He wasn't looking forward to making another one. He perked up when Sha Shan snatched it out of Flash's hand. His relief was short lived as he watched Sha Shan shove it into her purse. She was laughing. Flash was pouting.

"I'll stitch you another one, Tiger." Mary Jane slid her arm into Peter's, "One with fewer visible threads sticking out of the back of it." They headed home. Not talking about the kiss. Not talking about Liz. Not talking about Spider-man. Not talking about Kraven. Mary Jane was not ready to face any of the feelings of fear that were hammering in her heart.

They weren't heading to Queens. Peter insisting that he walk MJ home. She couldn't sleep at Anna's every night. She dreaded Peter coming up so she kept slowing her pace with every block closer she found herself to home. Peter wasn't thinking about that. He was just happy she was with him. He still had the taste of her lip gloss on his lips and he was feeling giddy. Finally they arrived.

"I think I can make it the rest of the way myself, Tiger," Her parents lived in a fourth floor walk up. She was looking up seeing the silhouette in the window. A man in a recliner. Smoke clearly visible in the apartment. "Good night."

Peter didn't hear the quaver in her voice. He just gave her a hug and promised not to swing his way home. He watched her ass climb the stairs until she was out of sight and headed home.

"Make any more money with your body today?" Mary Jane was greeted as she entered. She didn't look at her father. She just went to her room and was thankful there was a lock on the door.

 

Midtown Manhattan Magnet High School was a powderkeg of gossip and judgment. Word of Peter and MJ's public display was spreading faster than the stories about the lion or that Sha Shan had somehow picked up Spidey's mask. Peter was garnering looks of envious hatred or genuine awe. If his head had been throbbing less, he might have noticed. Whatever Cat had stuck him with was leaving his system the hard way. Harry met him at his locker.

"Peter Parker, you dog,"[2] Harry congratulated his best friend with a one armed hug around the shoulders. His genuine excitement put Peter off for a moment. Harry was always one to root for his friends, however even when Peter had started dating Liz, he hadn't shown this much respect.

"It's kind of blown out of proportion," Peter defended. He could be oblivious but it would be impossible not to know what the topic of conversation was.

"Not on the first date, Pete," Harry admonished, "MJ's not that kind of girl."

"Yeah," Peter smirked, "She has a wonderful personality." The pair laughed. A good friendly sympathetic laugh that Peter hadn't felt in months. It was liberating. "We should get some food. Just me and you. We haven't hung out in too long."

"Absolutely," Harry agreed, "We'll grab a bite after school. I'll pick you up at your place."

"Awesome," Peter was just feeling better. Like anything might turn his way soon. Peter Parker hadn't counted on his own luck.

"You're not going to blow off tutoring?" Liz seemingly appeared out of nowhere.

"Uh," And now things were complicated enough again.

"We could always do it tomorrow Pete," Harry shrugged unperturbed by the events.

"I--"

"No, I've got the period off and Peter can miss pre-calculus." Liz decided. "I'll have him back to you by the time school's over."

 

"Pete? Miss class? No--" Harry couldn't make it through his false outrage before succumbing to his laughter. Gwen showed up around then and Harry immediately slung his arm around her waist and continued marching off to whereever they were going. "Later Pete."

"Later Har," Peter said and slumped turning to Liz. "Library?"

"Don't be stupid," The cheerleader facade dropped and scorn covered her face. "We'll be seen. You know where. Just after the bell."

"I--This isn't right." Peter explained, "Liz, you're too good for this kind of thing."

"You're right. I'm too good for you." Liz huffed and pushed him into the lockers with one distracted hand. Peter was overwhelmed. "You know what will happen if you ditch again."

Liz left with her nose in the air. Peter slumped against his locker. He had taken the bus to class today, no mask meant no swinging. He was going to need to sew one up quickly. Initially, he had a spare at all times. He hadn't replaced the one that had got trashed after his fight with Gobby. Peter Parker, you are such a flakeball.

He arrived on time at their little hideaway. It was a basement classroom that hadn't been used since the state cut half of the art budget. There was a circle of desks in the center and a dozen easels without canvases on the far wall. The small dirty windows let in little to no light. Two of the overhead fluorescent bulbs were flickering. Liz was dressed in her cheerleader outfit. Peter knew what it meant. It showed her place on the food chain. Cheerleader looked down on geek. Their biology books were on  
the table. She always made sure this ended with actual studying. Because of Peter, Liz Allen was an honour student this semester. She wouldn't be valedictorian material. She was a conqueror. In the top of the class, popular cheerleader, boys after her, she even had the right friends.

"Hey Liz," Peter slung his bookbag onto one of the desks.

"You cheated on me." She had a flat look. Impatient, judgmental, but above all hurt. "With MJ."

"I--"

"She just wants to break you heart." Liz walked around to Peter and looked him in the eye. Her hand was soft on Peter's cheek. "She wanted to break my heart by pushing in Gwen. She wanted to break Harry's heart by stealing Gwen from him. She's breaking my brother's heart by taking you from me."

"MJ isn't--"

"But she didn't break my heart, Petey." Liz's voice was so sweet when she used her pet name for Peter. She was so beautiful. She wanted him so fiercely. He knew this. He held her. His arms crushing her into his chest. She laid her cheek on his shoulder and whispered into his ear.

"I broke your heart, Liz." He understood.

"You did," Liz agreed. She was starting to sound hopeful. "But we can put the pieces back together again. You just can't let me go."

 

"I--"

"Gwen's with Harry." Liz explained, "They need each other. You know that."

"I do," Peter was terrified for Harry. Liz didn't know the reason, but she had seen the guilt and it was her first weapon to use against Peter.

"You won't cheat on me," Liz looked up. Peter's brown eyes couldn't keep her gaze for too long.

"I--" Peter took a deep breath. He tried to cut things cleanly off after she had come to him. It was impossible. Professor Warren had seen the vast improvement in Liz's grades. One bad assignment and Peter had found himself in an unwanted lecture. He had a responsibility. The next tutoring session involved him running out to web up three muggers. Aunt May sat him down the next day and told him how proud she was to hear that Liz had brought her grades up so far with his help. Liz was waiting for him in this room the next day. "I'm not going to cheat on you."

There it was. A promise: he had made so many and they all seemed so hard to keep. Liz whispered, a thank you in Spanish, something else Peter couldn't decipher. They kissed, or she kissed him and he found himself unable, unwilling, and unthinking of resistance.

Her lips were soft and hot. So different from their first kiss at New Year's. She had been gentle. She had been laid bare. That vulnerability had transformed. Her kiss was something inviting but also conquering. Her mouth parted as Peter knitted his fingers behind the small of her back. She molded against his chest, her eyelids gliding shut. She was so small, and yet so perfectly sized for him. Her breast carried the beat of her heart almost in time with the movements of her tongue. 

Her own hands were tightly gripping the back of Peter's head. She pulled him into her directing his kiss against her lips. He felt sweet and at his most honest. Liz wanted few things more. 

Their unhurried kiss ended with a wanting Liz drawing in Peter's tongue for one last moment. They drew apart, neither releasing the other. Each teenager convincing themselves to put off the idea of consequences. Their eyes opened together aligned perfectly. The first thing either teen saw was reflected affection. 

"Liz, I--", Peter was pulled forward. His mouth brought to bare againt Liz's throat. He played his part kissing and nipping as she rolled her shoulders and head back. She whimpered, keeping quiet as her hair fell back to the desktop. His hands moved up, uncertain of their goals or journey. Liz's thigh pressed against the outside of Peter's leg. He knew, as he leaned into her, just how near he was to her sex. 

When they had been official, Liz and Peter had neither been adventurous nor hurried in their explorations of each other. Liz had been experienced, Flash had been expecctant and insistent but somehow not ungentlemanly. Their had been social cues and rules to live out or live up to that had not been conducive to Liz's pleasure or comfort. Peter had destroyed all of those constructs just by being Petey. Their time, as much as Peter could find, had been about us. Now it was about us versus them. 

"Petey," Liz gasped as Peter's hands rose to the sides of her chest. "Take my top off." 

The kiss on her neck ended and she met the childlike enthusiasm in his eyes. Liz had to smile as she lifted her arms. The cheer top zipped off of her quickly leaving her in a pale green sports bra. She hooked a dastardly grin. "All of it, Petey." 

He wasted no time. The part of him that worried and calculated was silenced. Her breasts jiggled free as the bra followed the top onto the yellow tiles. She had perfect breasts. High and round with hard erect nipples on small dark areolas. Peter's hand settled beside and under them as he measured their weight and reveled in their presence. 

"You are so beautiful, Liz." The words had so much more meaning to her with him looking her in the eye. His hands were so strong and she found herself leaning back onto her elbows as he leaned in to kiss her. His hands never left her breasts and she smiled into their kiss for his wonder. He was soft and gentle but unyielding. There was a strength in his whole body that he understood and held in check. Liz wanted him to let go. 

"Petey," Liz whimpered as Peter began kissing down from her lips. She was flat on her back now. One hand tangled in her hair and another in Peter's. She mumbled when he kissed the hollow of her throat; she yipped when he kissed his way up to her nipple. He physically loved her breasts. Hands wandering and mapping every inch of flesh. He nipped, licked and sucked. Never neglecting all of her breasts for the nipple. Moving slowly but without hesitation nor compromise. He travelled back and forth from each breast. 

Liz let go of him, unable and unneeding to direct his endeavours. She pulled her feet up onto the table. Knees rising against Peter's ribs. She used the lip of the desk to pull off her shoes. They're thunk against the floor was loud enough to startle Liz into a breath. She was amazed with Petey. She could let him play with her breasts for days and she doubted she would get tired of it. But they only had 80 minutes together and she needed more of Peter. 

First, her heels planted into the top of the desk. She used the levereage to raise her hips. She forced Peter to rise as he continued relentless with her breasts. She reached below her. Gripping the waist of her skit and twisting until she could grab hold of the zipper and tug it off. She pulled her shorts and panties off with them. She struggled left and right. Peter was in the way of her nudity. 

"Petey," Liz whispered. She stroked the side of his cheek. He looked up, smiling wolfishly around the nipple of her right breast. "I need to get your clothes off."

Peter rose up, his superhuman agility keeping the crick out of his spine. He looked down to see Liz's nudity as it revealed. She shimmied quickly out of her bottoms and slid off the desk to stand next to him.

"Liz, I want--I don't want either of us to get hurt." He announced doing little to resist as the naked Puerto Rican girl laid him back across the table. She smiled as she leaned into kiss him again. 

"We won't get hurt if you don't hurt us again." Liz promised. There was hope and sincerity in her eyes. Peter could not argue as Liz stepped back and started unlacing his shoes. She liked doing this. The slow undress. Peter was more hurried weaving and worming as he awkwardly rushed out of his shirt. He was thankful he had taken the bus. His spider suit was in his backpack. 

 

"My God," Liz grinned appreciatively as Peter slipped out of his shirt. She had seen it before but who could guess he was so built under those t-shirts. "You get your pants."

There was nothing to say to that as Peter slipped the button out of his fly and ripped down the zipper nearly hard enough to pull his pants apart. Liz tossed the second shoe to the floor with her own. Peter kicked free as Liz pulled his pants off and scrambled astride him. 

"Hi," Liz was overtaken by a moment of nervousness as she hovered over the boxers Peter was peaking out of. 

"Hi," Peter mirrored. This was about to be a first for them. It was unmistakeable. The few times Liz had strongarmed them together had resulted in a lot of teasing and one release across Liz's wrist.

"I want this," Liz explained. "I want you."

"I do too," Peter admitted. In the moment this is what he wanted. It wasn't smart. It wasn't even right. There were dangers in doing what you wanted unprepared. It was hard to debate those changes with his hands resting on Liz's thighs while she reached behind and under her. Her cool fingers encircled his cock, pulling it through the hole of his boxers. Her sex was hot against his. He was amazed at her warmth and wetness. So unlike Black Cat. 

"Liz! Condom," Peter shouted as he fel the first push into her sex. 

"I'm on the pill, Petey," Liz dismissed and sank down to her ankles, she let out a long sighing breath as that feeling of fullness suffused her body. Her skin was flushing red. Her eyes were closed and pointed to the ceiling. "Oh my God!"

Peter was caught between confusion and elation. He held her waist as the couple slowly rolled through long but shallow thrusts. Liz dropped forward. Her hand flat against the desk. She was balanced on either side of Peter's shoulders. She grunted with each rock of her hips. Her long hair cascaddown and teased Peter's chest. She couldn't believe she was full of Petey. At last. 

Peter provided the power. Hoping Liz would fall further forward so he might clasp her tight against his chest as they coupled. He had the strength. It was difficult to please her without risking breaking her. So different from Cat. The passion with Liz was all emotion, not the heat of battle. This was Peter Parker making love. That scared him. 

The two fucked. Liz was certain and in awe of what she was doing. Every nerve felt exposed. Everything Peter did was intense. She was growing hot, her body burning and sweating as she felt that cock inside her. Her brwaths were gasps and wheezes. Peter was remarkable. So pristine she felt cheated. She wanted him fucked senseless but it seemed she was going to lose the contest. Her insteps were seizing. Her right shoulder twitched. She dropped lopsided across Peter's chest. He caught her in a tight hug. She had to bite the inside of her cheek to keep the scream in. Petey belonged to Liz. 

Peter was balanced on the balls of his feet and his shoulders. Liz was crushed in his arms, vibrating and keening into his ear. He couldn't kiss her though the curtain of hair and clenched jaw. He teased the ear that stuck through her raven black hair. She was whimpering, almost crying, hiccupping with strangled breaths as he drove himself up and into her. She splashed across his thighs. Her smell, sweat and sex, was every breath. 

"Petey! Petey!" The first few iterations were breathless and heady. The longer they went on the more the sounded like garbled nonsense. He might have been fucking her so hard the dark things of Lovecraft might crawl through the dimensions, mistaken that their names had been called. He released her and she rose up, weaving awkwardly as she wrapped her arms tight around her belly. Her orgasm came. 

She had been vwry wet but her coming was diluvial. Her sex splashed, darkening Peter's very macho rocketship underpants. Her insides clenched milking and encouraging Peter to join in with her. 

"Liz," Peter grunted. Grabbing ber about the ahoulders and pulling her against his chest once more. He gave two hard twitching thrusts. That inch of power that he need to breakthrough the barrier between frustration and pleasure seemed daunting. It surprised him, giving way likr paper as he pulled Liz tight and spent himself inside her. Exhausted, together, they slowly lost their tension and oozed into a sleepy cuddle.

"Thank you, Petey," Liz was more jubilant, more excited afterwards. Peter was reeling, sitting back against the aged teacher's desk. Liz had tissues in her bag and she was cleaning up mess she had left around Peter's cock. "You're always so wonderful." She kissed his lips and smiled at his goofy out of sorts smile. "Can we go over the parts of the cell again? It seems so impossible when Mr. Warren explains it but you know the perfect way to explain mitochondria and nucleuses."

"Nuclei," Peter responded. Liz smiled brilliantly back to Peter. The pair shared a conspiratorial laugh. They got up, got to work, slowly getting dressed through the lesson. The afterglow, the fun, the connection they had kept the pair of them in high spirits until the final bell rung. As soon as they were out the door they would be cheerleader and victim once again. Peter knew he had to stop this. Liz knew that after exams she would have no means to force him to come to her anymore. Both left the room, faces clouded with dark thoughts.

 

The blonde wig was strewn across a red cushioned chair. The fur lined catsuit was discarded before the open bathroom door. The latex mask was on the bathroom tiles. Kraven kept moving from chair to sofa to chair. Gulyadkin lay curled up next to the radiator. The three other men in the room tried to focus on the blueprints they had spread over the coffee table.

"The problem is the processors that we've been using for the Mysterio bots leave a quite a lot to be desired." The Tinker explained. Beck took mild unspoken offence to that. "We've got several choices, but the best move collect some of the experimental stuff Smythe is building at Tri-corp."

"Tri-corp incursions are foolish at best," Vulture complained. "Their security is top notch, especially after the loss of the Shocker suit."

 

"True, but there is an idea." Beck's eyes were on the steam swirling around the bathroom door. The Tinker looked, hoping for another momentary vision of Calypso.

"What are you talking about?" Kraven followed their eyes.

"The Black Cat is an expert on this kind of work," Tinker confirmed Mysterio's theory. "We hire her to get the components we need."

"Why not use Chameleon?" Vulture asked. "This sort of work would be better with someone we could trust."

"One, we don't technically trust the Chameleon," Beck replied.

"Two, we certainly don't know when he'll contact us again," Mason listed.

"I like the idea of using this Black Cat," The soft timbre of Calypso's voice turned heads as well as her body could. She was naked, unashamed, and toweling out her hair. "We have other uses for her as well. Don't we love?"

"I don't think he will fall for the same bait again," Kraven pouted, "The prey is clever."

"I won't be wearing the catsuit this time." Calypso explained while Beck made a disappointed mewl. "Sometimes the mousetrap works best with real cheese."

"A mousetrap works best with peanut butter." Commented Mason, eyes level with Calypso's chest. The woman finally wrapped the towel around herself, blocking out the view of her form. Beck was slowest to turn back to the coffee table.

"This will work, love."

"Da," Nodded Kraven. "I believe it will."

 

"I've believed I've hit another wall," Dr Miles Warren spoke into his recorder, "A test subject or the actual donor will prove necessary for further breakthroughs. Miss Whitman, will you please make sure our inventory is fully stocked?"

Debra looked up from her microscope. Without a word, she went to fetch the clipboard and would then move throughout the lab calculating everything. Doctor Miles Warren walked into the former office of Doctor Curtis Connors. He had his own office, this one was slowly being turned into a conference room. This is where Warren met with and telephoned important contacts. He was a man good with numbers, a certain few were strictly kept to memory. The one he dialed on the untraceable phone was first.

"Oi?" A Brooklyn accent answered.

"Blackie, it's Miles." He spoke.

 

"Ah, What's up Doc?" Blackie laughed at his own allusion.

"I was curious, some might say impatient, to see how we were on finding us another patron." "Warren's politeness veiled a strong current of displeasure.

"Well," The bookie showed no sign of being intimidated. This was one of the reasons Warren had deemed working with him to be profitable and sensible. "The troubles are no one is on top and there's too few folks on bottom."

"Indeed," Warren drummed his fingers on the mahogany desktop. "Ms. Manfredi is not an option?"

"She may be, but she's been laying low. Sides, she doesn't command as much respect as she needs without her Pa's reputation to work with." "Gaxton lamented, "If word comes up. I'll get in touch. How's on your end?"

"There's a young woman who might prove an obstacle." Warren sighed, "Dealing with her is not quite an option yet."

"Fear of publicity?"

"Amongst other things."

"The Big Man operated with such a credence," Blackie explained, "Look where it got him."

"I'm too much of a coward to take the highest seat, Mr Gaxton," Warren explained with no self doubt or loathing. "Besides, I wouldn't have the freedom I need if I had to play administrator as well as the scientist."

"Fair enough," Blackie agreed, "Good bye, Miles."

"Farewell."

 

"Child's play," Black Cat used a small cutting torch to skin two wires of their rubber protection. She then used a small battery operated screwdriver to remove the face of the keypad panel. Underneath was a single circuit board, a half dozen wires and a square grey chip labeled with Asian characters. Cat stuck a strange attachment into her Osberry and attached two alligator clipped cables to where she had bared the copper wire. The Osberry showed a short holographic cartoon of a cat playing with a ball of yarn. There was a pneumatic hiss and the door to vault 15 opened.

The vault was big enough for four men to stand around the display case in the center. A half dozen glass shelves held eighty small computer chips in tiny plastic boxes. Black Cat switched tapped her goggles. The childish laser grid made her smile. With her augmented strength, flexibility and coordination she quickly danced her way through the lab. She focused her theft on the top rearmost shelf. There were six chips. She made certain to clip the keypad panel back on after she had closed the vault door. Laughing to herself, she even left a small warning sticker that read: Caution Exposed Wires. There was no hindrance as she left Tri-corp.

"That was quick Cat," An elegant looking black woman in a tawny dress was waiting for Black Cat at the rendezvous.

"I was paid for quick," Cat smiled. They had met on a rooftop in midtown. Personally, Cat preferred to conduct business in an upscale restaurant or theater. However, some of her clients preferred the clandestine and murky. Felicia had previously avoided these types of clients, unless they were properly referred, but over the last month she had grown quite confident in her new found strength and power. "Now, I will be paid for delivery."

"It's such a beautiful night," The black woman turned and looked over the skyline of New York. It was indeed beautiful. "Besides, thanks to you," The client stepped close to the Felicia, she spoke warmly but a bit too close for comfort. "I have some free time to spend."

"I'm flattered," Black Cat gave her warm smile, "But all that you have that I want is in your wallet."

"Pity," The woman laughed, "Because I was interested in another of your services."

"I don't know where you heard such a rumor," Black Cat growled, "But it is untrue."

"Oh?" Neither woman had given an inch. "You don't hunt spiders?"

The question put a stiffness in Felicia's spine. True, she had her issues with Spider-man. She had fewer issues with her father, and he had taught her to be a thief and refused her help to escape prison. Black Cat had fantasies, revenge and other, that featured Spider-man. For the right money, no, for the right client, she believed she would take the Spider-man down. This woman was not the client.

"No," Black Cat shook her head, "I steal. I don't hunt."

"Oh," The heavy voice carried a Russian accent, "And I thought we had so much in common."

Cat spun. She was never caught off guard like this. Never. She had checked the meeting grounds three times before she joined the black woman on the roof. There was no sign of anyone. No sign of Kraven. The famous Hunter was less than three paces from her now. Confidently standing there as if he had always been there.

"I believe I am owed for these?" Cat kept her cool by hiding behind the small attache case which held the six computer chips.

"I believe you are," Kraven agreed, "I'm sure The Vulture will pay quite handsomely when you deliver them."

"Then there is nothing for me here," Black Cat turned to leave. The black woman was directly in her path. The false client laid hands on Felicia and found herself quickly hip tossed onto the rooftop. The hunter pounced.

Cat's augmentation granted her agility like she had never imagined. Beforehand she could have competed for a spot on the American Olympics gymnastic team. Now, she was something else entirely. She ducked and weaved and twisted and dove. She wanted to run, fire her grapnel gun and disappear. There was no victory in her defeating Kraven. There was no money in her staying here. She couldn't run. She was fast, blindingly so. Kraven was faster. She could hit him, she could probably knock out a clydesdale with a proper punch. She wasn't trained to fight. She gave a few lashing kicks, several clawed swipes, however, she was only making room for herself. Kraven was a fighter. A killer by trade. He knew how to expect her attacks. He rolled with her superpowered blows, always closing the gaps she made between them. She screamed, hoping he was the kind of man who would respond to a woman in peril. He was, but he didn't see a woman, he saw prey. Black Cat did a quick slide under a right haymaking punch. She cartwheeled, diving away from a shoulder tackle. She almost made it. The clip to her left upper arm sent her into a spin. She stumbled backward. She was caught around the waist by the woman.

"Are you alright Calypso?" Kraven asked, giving Black Cat a moment after his lover had been thrown down again. Black Cat sprinted reaching for her grapnel pistol.

"I am quite unharmed, Love." Calypso's voice came through a sickeningly sweet smile. Kraven chased his prey. Felicia leapt, hoping to clear the lip of the building, she had seen Spider-man shoot a line from the air dozens of times. She could do it she could get away. She kicked off with all her might. All of her natural might. She missed the edge by a foot and a half. Smaller, less powerful, she screamed again. This time her voice truly portrayed the victim. Calypso laughed as Kraven slammed down Felicia into the roof. In Calypso's left hand was a small garage door opener looking switch. Her thumb rested over a red button.

"Well Cat," Calypso walked over to the pinned thief. She kicked the attache case, still clasped in Felicia's hand, away. "I believe we have a deal to barter."

"Bitch," Cat growled.

"Americans," Calypso smiled, "So many wonderful insults to toy with and sling and yet they always fall back on the crass."

"What do you want?" Felicia appreciated that she couldn't get up, but if she wasn't struggling it was clear that Kraven was doing nothing to hurt her.

"A simple trade, Kitten," Calypso licked her lips, "I help you get your powers back under control and you lead us to the spider."

"Ha!" Laughed Cat with no enthusiasm. "Is that all?"

"Quite so," Kraven agreed, "Sometimes the prey must be lured out with what tempts it most."

"Fine," Cat couldn't hold back all of the blush she felt at the idea she was what Spider-man desired most, but she kept all of that from her voice and her hard eyes. "But I have one demand."

"You make demands and I will permanently rob you of your strength." Calypso warned.

"Say your piece woman," Kraven interceded on Cat's behalf.

"I want Kraven to hold the controller." Black Cat stated, "I'll find Spider-man only when I know he has it." she gestured with her head towards the. man sitting on her back.

"I refuse," Calypso said she seemed prepared to offer another threat but Kraven interrupted her.

"It shall be done." Kraven agreed. Calypso acquiesced to her lover's bargain without gesture nor complaint. Cat soon was on her feet. The controller rested in the bottom of Kraven's quiver. She felt so weak, so robbed without the power. She cooled herself; he had a spider to find.

 

"This I missed," Peter admitted. Harry and he were in a little pizza place. Harry had insisted on paying, they were both on their third slice and second soda. "We haven't really hung out since you got back from--"

"I was an addict Pete," Harry filled in the empty silence, "I needed the help."

"Yeah," Peter was confronted with the last moments of Norman Osborn. The pizza didn't quite taste as good after that. "How are things with you and Gwen."

Harry took his time chewing the bite he had in his mouth before he answered. "It's going great. Gwen's a great girl. I'm lucky to have her. I love her."

"You love her?" Peter bit out. Everyday he missed Gwen. Everyday he saw that sad smile at school or the lab. Everyday he saw Harry and worried about him relapsing into the Globulin Green. Everyday his heart broke. Luckily, he had Liz, Cat and MJ to keep his brain in matching shape.

"Of course I do," Harry tossed his crust back into the box and grabbed a fourth slice, "She's perfect."

"You told her yet?" Peter worried. He hoped he sounded worried for him and not for himself.

"No, not yet," Harry admitted, "Kind of want it to be special, you know."

"I really do," Peter sighed. There was still one more piece in the box, and three uneaten crusts. He decided to pass on it.

"So you and MJ, huh?" Harry perked up. "Can't do much better than her."

"No, you can't," Peter admitted. He couldn't do better than MJ, not while Harry had Gwen.

"She's a pretty heavy partier. I hope you can keep up."

"I doubt it," Peter showed his first genuine smile of the night.

"Me too," Harry taunted.

Peter had to laugh. It was infectious. Harry laughing along with him. He realized he had needed this. Liz and Gwen were so close and so out of reach. Black Cat had disappeared and that last encounter with her and Kraven was so wrong. There was MJ and she was great, but when he needed a friend she was too beautiful and amazing and he started wanting her for more than a friend. And when he wanted her for more than a friend he was shot down and found himself with an amazing friend. Peter needed something uncomplicated. Peter Parker needed Harry Osborn. It was hard with Gwen, but Harry was still Har.

"Do you want to hit a movie or something this weekend?" Peter asked."

"Yeah, sure. There's that new Iron Ma--"

Harry was interrupted by speeding patrol cars, blaring sirens and flashing blue and red lights. Peter immediately moved to stand and leave.

"Where're you going Pete?"

"Uh," Peter slid the camera out of his right pocket.

"I thought you ditched the Bugle gig," Harry accused.

"I, uh, I..." Peter showed remarkable eloquence.

"Whatever Pete," Harry got up and pushed passed him. "You obviously need to go hang out with your buddy, Spider-man."

"Har," Peter really did feel he had to go. Doing nothing was not an option. Do nothing and there'll be another Uncle Ben. "I can--"

"No, go," Harry's voice took on something dark and angry, "Get out of my sight."

 

Another stellar day in the life of Peter Parker. The Webhead was swinging after the patrol cars railing at himself. Another stellar week in the life of Peter Parker. First you let Black Cat lead you into a trap. Then you let Liz haul you around by the heartstrings and dump your body in the East river. Now its like you're spitting straight in Harry's face. Whoever's at the end of this chase is going to wish they had picked a better day to be a lowlife scumbag criminal. Spider-man zipped around a corner, intent on cutting to the front of the pack.

"Going the wrong way, Swinger," Black Cat shouted at Spider-man as the webswinger zipped passed. "Whatever the cops think they're running after isn't me."

Black Cat almost yelped with the webbing slipped right next to her face and Spider-man was coming at her. She almost flinched. She would have hated herself worse than anything if she had. Her powers were gone, but this was her Spider.

"Nice to see you again, Cat," Spider-man grumbled through his mask. "Who do you have with you this time? Vulch and Mysterio going to make our date a foursome?"

"What are you--" Felicia shook her head. "Look, I just wanted your attention."

"Well you got it," Spider-man thwipped her hands to stone behind her. "Just this time without the scratching."

"Oh," Felicia's lips cocked in a smirk. "Kitten plays a little too rough for the Spider?"

"It's not the kitten I'm worried about," Peter's eyes narrowed beneath the mask. "It's the tomcat."

The backflip was masterful. Felicia nearly shrieked as the plate glass window to her left cracked into a web of fissures. She started clawing at the webs on her fingers. The knife didn't break into the room but another hit and that window was good as gone. 

Spider-man landed against the lower window in a four point crouch. He was angled toward the street by looking across. Kraven, he was tearing up the rooftop before he leapt. Spider webs caught his feet in mid jump. The impact sent cycloning into the compromised plate glass. 

"Cat!" Spider-man yelled as he flipped up to the ledge where he had lwft her. Luckily, the window had busted in and The Black Cat wasn't shredded by shards of plate glass. She was not around anymore. 

"Well at least I'm not poisoned." Spider-man turned to where Kraven was quickly recovering. "Yet I'm still out of my mind. Here kitty kitty kitty."

The raking tackle was immediate but Spider-man managed to leapfrog the attack. A solid two legged kick sent Kraven careening into a square of cubicles. The workstations toppled in a paper strewn mess. The woman's shriek seemingly came from nowhere. Even startled, Spidey was not slow to act. 

The black woman in the slate gray business skirt was like a deer in headlights. Spider-man performed a long jump, clearing the scattered mess that was exploding as Kraven rose roaring. The woman screamed again. 

"They're not paying you enough for overtime." Spider-man told her as he swept her up around the waist. He had tossed out a line. It was too be a short swing to the stairwell and away from Kraven. His spidey sense began to tingle. 

"Let her go! She's with Kraven!" Black Cat came through in another window moving quite quickly to intercept Spider-man's path. 

The Black Cat lies. The spider sense doesn't lie. it was a split second decision. The black woman cursed as Spider-man let her go. 

"Calypso!" Kraven roared. A well placed line sent Spider-man to the roof as the hunter scoured the ground under Kraven. Black Cat scored a heavy punch into Calypso. She punctuated her attack with a barb that was less clever than Spider-man's usual. 

"You traitorous wh--" Calypso's retort ended with a black boot cracking into the side of her jaw. Calypso corkscrewed down in a heap. 

Kraven pounced. The webs went up across his path but he slashed as he charged closing on Black Cat. She was running. The line left her grapnel pistol with a gunshot charge. Her escape was straight out that window. All she had to do was clear it and she was free. Not free. He still had her controller. Cat let go of her gun, it zipped out the window recoiling towards the building across the street. She twisted, curling on all fours. Her face was turning as white as her hair. Kraven was coming. 

"Cat!" Spider-man shouted. He was coming after Kraven the trail he was leaving was littered with severed threads of webbing. Spider-man wasn't going to make it in time. 

The lion aimed for the cat with a brutal cross swipe. He didn't predict the attack she made. She tried to dive over him scoring her claws down his right flank. He was lightning quick twisting and clasping her about the thigh. 

"This is your end, thief." Kraven declared. 

"No, she still has lots of time." Spider-man splashed a wrist full of web into Kraven's face. The hunter snarled and only let go of Cat's leg because Spider-man slammed a fist into Kraven''s wrist. The lion roared as the spider put every ounce of force into his dropped shoulder. 

The window was open and Spider-man's hit made Kraven airborne. Cat had dropped flat onto the floor, dodging the supervillain projectile. Spider-man strode forward, still angry. All day had primed him. Cat and Kraven left him stripped down to the raw nerves.

The lion was scrambling, arms flailing as he fell. The shlurk of a webless wrist shooter dropped the anger for terror. It was Cat who shrieked: "No!"

Spider-man scrambled for his belt. He had loaded cartridges in the midst of many terrifying time constraints. The cartridge clicked in in time with the metallic crack. The car alarm started a shiver in Peter Parker. He would have collapsed to his knees. He might have started crying. He might have found someone to punch the fear out on. Black Cat's arms encircled his waist. Her cheek rested on the side of his head. She whispered in his ear. Spider-man stood tall. 

"Where's the other one? The woman?" He and Cat turned to see the wrecked but deserted offices. They only waited a moment before the sounds of the car alarm, an ambulance siren, police cars and the hint of drums. 

 

Cat looked out over the city. Night had fallen. It was closer to morning. Vulture had paid her properly. Kraven was taken care of. Calypso had escaped but she had been the hand behind the knife. The weapon was gone.

Black Cat was smiling. She had felt that powerlessness inside her Spider. She had felt that pall fall on his shoulders. She knew that he had felt pain and it tittilated her. She had wanted to comfort him, to hold him, in the moment. He was the man who kept her father from her. She found it hard after the fact to forget that. She slipped her hand to the claps that previously held her grapnel pistol. 

"Meow," she purred as her muscles expanded and hardened. She left the roof at a runah into her city, into her night. 

 

"You doing OK, tiger?" MJ stopped Peter in the hallway the next morning.

"I've been better he sighed," his eyes following Liz as she marched into Professor Warren's classroom, books held to her chest and nose in the air. She purposefully avoided looking at him or MJ.

Sally was shortly behind teasing Flash. "Your hero's gone bad."

"Please," Flahs shook it off, "You can't trust The Bugle. They were thought Puny Parker, Venom and the Chameleon was Spider-man. This is all another hoax."

"I wouldn't be so sure," Harry shut down the conversation. Everyone looked rather embarrassed. Peter had to turn away from Harry's glare. Gwen, under her boyfriends arm semt her heart out to Peter, but looked at her shoes.

"I don't think you know what you're talking about, Osborn."

"Hobie! You're back!" MJ erupted and everyone swarmed the return. Peter stepped forward but a hand settled on his shoulder. 

"May I have a word Mr. Parker?" George Stacy asked, it didn't feel so much like a request. 

"Uh... Yes sir."

"Where are dad and Peter going?" Gwen watched the two men she loved walk away. 

"Probably to talk about how Pete's missed one in four criminology classes,". Harry dismissed, " come on, babe. Can't miss Professor Warren's riveting lecture."

 

NEXT: History 306 - Dates and Figures

 

[1]I apologize for the French. It has been almost a decade since I've taken it and while that reads back to me correctly, there is probably a better way to say it than just a straight translation from English. If you can do better don't hesitate to prove it. 

[2]Kid Flash from Young Justice, but Weisman drops references to his other works in every new project, I thought it only fitting to have one or two myself.


	3. 306 - Dates and Figures

**Summary for the Chapter:**

> A story of keeping promises and the consequences of failing.

[b]History 306 - Dates and Figures[/b]

“You’ve stopped selling pictures of Spider-man.” Captain George Stacy leaned against the lip of his desk. His classroom was empty but for one student. Peter Parker was unsettled with poor posture in the front row seat. He was here with an uncharacteristic excused absence from his biology class. Leaning on his wrists as the teenager looked at Spider-man’s ally and the father of the woman he loved. He truly loved Gwen. What he felt for Liz, MJ and Cat were harder to categorize.

“Disagreement with J Jonah,” Peter declared tersely.

“Gargan?” So understanding, George was just a solid good man. Peter hated lying to him, so he dodged the core of everything. “That was just the straw that broke the spider’s back.”

** ** ** ** ** **

“Hello Nurse!” Sergeant Stan Carter was covering a shift as a favor for Al O’Neil a less decorated member of the force. Besides, there were worse beats than sitting outside the hospital room of a comatose supervillain. Turns out the view was desirable as well.

“Hello Sergeant!” The nurse, a tall black woman with the hint of an accent called back with a bright smile. She was wheeling a cart with bedpans, a box of latex gloves and assorted brushes, sponges and bottles. She made her way towards a small closet near the next turn in the hallway. She gave one last flashing smile back towards the sergeant. The smile left her face the moment the door separated line of sight with her and the policeman. She had felt the eyes on her backside. Her eyes went wide when she saw the same sergeant, stripped to his underpants and trussed up on the floor of the closet. The stiff hand at her back hurried her into the closet before she could turn on the man with the scalpel she had taped to her wrist.

“Cool down, Calypso,” The familiar voice came from the unfamiliar face. “I only came to check on Sergei as well.”

“Dmitri.” Calypso acknowledged with a flat stare. There was only one man who could steal a face and voice as successfully.

“The doctors are quite capable. Bromwell instills a great deal of trust in his competence.” The Chameleon explained to the black woman. “Sergei’s augmentations... They encourage his recovery.”

The man on the floor grunted and Calypso silenced him with a short kick from the back of her heel. “Is he awake?”

“No, but the coma is instilled not a symptom. Sergei is too strong and risks hurting himself greatly if he moves too much before healing.” Calypso leaned into the soft stroke of her cheek. “My brother has faced greater odds.”

“He has overcome them all,” Calypso agreed, “Except for Spider-man.”

“I have noticed. I have my own reasons and my own plans to deal with Spider-man.” Chameleon declared. “Sergei just makes things more important.”

“I will not sit idly by,” Calypso declared.

“Nor would I have you do so.” From inside the New York Police Department uniform he pulled out several photographs and a folded printout.

“What are these?” Calypso asked, a dark smile expanding on her lips as she shuffled through each picture. A snort of derision was followed by a triumphant laugh.

“They show a weapon I suspect you would have no difficulty in wielding.” Stan Carter’s grin was almost demonic when Chameleon made use of it.

“Very well, Dmitri,” Calypso pocketed the pictures and note, “I will be going to Florida.”

** ** ** ** ** **

She[1] felt naked driving the Porsche. Her uniform replaced with, ugh, civvies. She was wearing a discreet black dress under a dark blue coat and her hair was falling loose without her chauffeur’s cap. She attached the forged placard on the rearview mirror and entered Oscorp through a side gate. The visitor’s pass clipped to her lapel encouraged the security guard to say nothing as he looked her over. She approached his desk.

“I’m looking for Morris Bench.[2]” She explained.

“Sixth floor. Room 616. Take the left out of the elevator.” The guard[3] answered after a quick check of his computer.

“Thank you,” She smiled and turned before she received one in return. She walked quickly, purposefully. The elevator was rapid and she rode alone. Morris wasn’t in his office but in a drafting workshop across the hall. He was looking over blueprints of the oil tanker that had exploded in the harbor a few months ago. He was getting good mileage out of his red Sharpie.

“Mr Bench.” She alerted him from the door. He looked up.

“It’s Morrie. Can I help you? Miss...” He asked. He enjoyed looking her over as she stepped in and closed the door behind her.

“Miss Jenkins, if you must. My employer would like to request your services.” She announced. Her short heeled shoes still clicked as she walked over to him.

“I’ve got my hands full with this contract to clear out the Hudson.” He explained with a soft smile, “I wouldn’t be much use to your boss until I clear my plate.”

“My employer offers great incentives.” Jenkins explained. She sneered when he took that opportunity to look her up and down.

“Such as?” Morrie saw no harm in listening.

“Paying your mortgage for your support. Explaining to the cops how you supplied Doctor Octopus with undocumented Oscorp explosives for your refusal.” She watched the color clear from his face. His lips twisted in a grimace and he contemplated punching this smug bitch.The satisfying fantasy of her broken nose kept him calm. He stood up and squirreled away his offense and anger.

“What do you need of me?”

“Your expertise, your time and your signature.” She explained and he followed her as she left.

** ** ** ** ** **

“Mary Jane! You were needed 5 minutes ago. Chop chop!” MJ learned one the earliest skills needed as a model was running from the dressing area to the studio and back in the most awkward of shoes. Her rapid click click click raced with enough poise to contain the hair the stylist had required more time on.

“Mr Parker, you're not going to hold me up now?” Desiree Vaughn-Pope demanded when his camera didn’t instantly raise up.

“No ma’am,” Peter said, his sarcastic smile lighting up the redhead model in front of him.

“Revanna Number 5 is to be sold with aloofness and confidence. So wipe the smile off, Mary Jane,” Vaughn-Pope demanded.

“Now that sounds like a quick way to lose money.” Roderick Kingsley’s voice set all employees in the studio into better posture. He and his protection, Jason, strode in with all the confidence of kings.

“What brings you down to my neck of the woods, Mr Kingsley?” The director managed to coat every falsely polite syllable in venom.

“Just because I have my plate full with Oscorp doesn’t mean I can neglect the rest of my business.” Roderick Kingsley had a gracious smarminess that sunk under the skin of Peter Parker. MJ’s eyebrow rose as she watched the photographer’s face.

“Well, this interruption is costing you money.” Vaughn-Pope shrugged. “But inspect as you will, all things are working at otherwise peak performance.”

“Not quite what the accountants are telling me,” Kingsley announced. The words entering the air like a slap to the face. He stepped passed the woman and towards Peter. “Where do I know you from photographer?”

“He was with the Bugle reporter at the Oscorp ceremony.” Jason explained from his perch at Kingsley’s shoulder. The perfume magnate seemed to prefer getting his information from his security than from Peter himself. Peter attempted to speak again and was just as quickly overstepped.

“I’m surprised you forgot. You found me on his arm.” MJ flashed her smile. Roderick took one of her hands.

“I’m surprised I remembered my name after meeting you.” The redhead blushed and Peter felt himself grinding his teeth. Quickly, he noticed both Desiree and Jason were looking at him. The woman approved; the man did not. Kingsley turned to the director once again, “Is Lily in the back?”

“She’s preparing for her next shoot.” Vaughn-Pope confirmed.

“She’ll have to reschedule.” Kingsley announced.

“I can go fetch her,” MJ stepped down from the platform and out of the bright lights.

“Thank you, Mary,” Kingsley smiled broadly and MJ found herself brushing her hair back over her ear. Her green eyes went wide in question when they met Peter’s barely concealed scowl. She was getting quite good at hurrying in stilettos.

The backroom was only separated from the studio by a heavy curtain. More than likely, Lily who was sitting at the row of vanity tables, had heard the conversation outside. She was still taking the time to double check her makeup. MJ came up over Lily’s right shoulder. Their eyes met in the mirror.

“Mr Kingsley’s come to pick you up?” MJ was not much of a gossip. Talk about what happened last night or who and who got together always bored her. She was more of a what’s next kind of girl. Impending gossip stoked her interest.

“Yes we’re going to dinner with my dad.” Lily explained. She decided that she needed new earrings. She took some dangly silver and diamond ones to replace her gold loops.

“Sounds serious,” MJ decided but she watched Lily shake her head with a laugh. MJ’s eyes went wide. “You’re going out with him for your career?”

“No, that’s just a quick way to destroy any credible reputation you could hope to have. Word of that gets out and that kind of press will follow you to the end of your short career.” Lily turned in her chair and took MJ by her hands. “Look if the opportunity for you to join someone like Roderick Kingsley in bed, do it because his looks, his personality or his power excites you. Sex should be more than falling onto a sword to further the campaign.”

“Uh,” MJ didn’t know how to respond to that. Her gears turned but they felt like they were caked in rust and grinding to a halt. “Is that why you and Mr Kingsley…”

“Not at all,” Lily flashed her money making smile. “He wants to support my dad’s campaign for mayor.”

‘Oh! Your dad’s Bill Hollister!” MJ put the facts together. “I thought, with the Oscorp party and--”

“We’re not dating, but it is often lucrative to have a supermodel on your arm.” Lily interrupted. “Besides, I like those kinds of parties. That’s where I met you.”

“Yeah, I guess,” MJ pondered, “I’m sorry I jumped to conclusions.”

“Don’t worry about it,” Lily stood up and gave MJ a Hollywood hug and a kiss on the cheek. “I’ve got to help my dad win. The city needs a great man like him.”

“Really? He’s no Carlos Danger.” MJ sniffed in sarcastic derision. Lily Hollister couldn’t look MJ in the face again as she laughed her way to meet Roderick Kingsley.

** ** ** ** ** **

“You sure that’s the best move?” George asked. His voice was touched with fatherly concern and police interrogation.

“He put me and my friends in danger! He had his hand in creating the Scorpion! How can I trust him?” Peter slumped down. There was something in Stacy blue eyes that cut right through him. It made the teenaged superhero think of Uncle Ben and even of Norman Osborn. The sting settled deeper.

“He’s predictable. He hates Spider-man.” The captain explained. “He also has respect for the law and for the safety and well being of his employees. Gargan wasn’t dangerous when he was following you.”

“I can’t believe you’d defend him!” Pain fuels outrage and Peter was looking vicious.

“I have to defend all of the people in this city.” George narrowed his eyes, “Anyone who takes on the mantle of protector knows: You can’t pick and choose.”

** ** ** ** ** **

Peter Parker needed to blow off steam. Three jobs, a stifling curfew, school, money troubles, a best friend who hated him, a love who couldn’t be with him, other women who kept his head spun like a top, and a responsibility to protect the city he called home. Luckily, the last weight on his shoulders came with some pretty impressive benefits. The Atlantic wind and New York lights whipped by the young hero as he swept unhindered above the Thursday evening traffic. Three motorcycles ducked and weaved dangerously through traffic. They were chasing an old fashioned blue car that seemed to have the most capable stunt driver ever trained. Lagging behind Spider-man, were several panel vans stuck behind the mess left in the wake of the chase.

Spider-man didn’t recognize the car, but he did notice the machine pistols strapped to the back of the motorcyclists.

The lights seemed to stretch in the speed. Cutting lights created red and gold squares as the cars ducked into and around traffic. The shrill bark of horns and the high pitched screech of rubber and asphalt billowed up from the streets.The helmeted soldiers slowed little. Their control over their bikes was masterful. They still watched in frustrated awe as the old clunker of a car they chased pitched and weaved through the traffic. A garbage truck twisted hard to avoid a head on collision. The motorcycles just split and rushed around as the sound of glass doors shattering disappeared behind them. They didn’t look back; they were going too fast and they didn’t dare discover the etymology behind “breakneck speed”.

“Spider-man!” The driver of the garbage truck gasped as he found himself on a web hammock stretched between two street lights. He watched New York’s hero fly off thinking, “Great just when my wife stopped believing the ‘Spider-man made me late for dinner excuse.’” At least tonight he didn’t smell like his sister-in-law’s perfume.

The chase was still weaving through the streets of New York. The flash of police lights and the call of sirens were still too far off to matter. The air was beat with the sound of helicopter blades. The first police chopper didn’t pitch when the web connected to its belly. The hero hanging from it shouted for joy as his arc slingshotted Spider-man into the fray.

The middle motorcycle was beginning to trail. He was using his wider angle to spit warnings and orders to the others while he looked for his own opening to catch up. He smirked behind the black plastic of his motorcycle helmet as he swerved onto the sidewalk. A woman screamed as she dived out of the way. He slammed into a pyramid sign advertising $5 hamburger platter with purchase of drink. The wooden planks snapped together, twisting as he had hit them from the left edge. The smack of wood and steel suggested they had collided with the trunk of a parked sedan. He gunned the throttle. His math was good. The mess of the street was only getting worse and he intended to jump an overturned hot dog cart and land in a relatively free lane that would speed him up along the left side of the careening car. His motorcycle made the landing beautifully before it fell empty to the left and spun out and against a parking meter.

“Spider-man’s here!” he screamed into his radio. He dangled in the web that had seemed to arise instantly before him. He watched Spider-man, his colleagues and the huge payday flashed around the next right turn. He thought it couldn’t get any worse as the woman he almost knocked down started screaming bloody murder and beating his legs with her purse. What did she keep in that thing? Bricks?

The classic car rolled up on two wheels as it swung into and through the arm of a car park. The splinters of plastic were blasted all over the front of a small Toyota that was squealing as it accelerated backwards and out of the way of the driver.

“Second level,” Hammerhead crossed his fingers in his lap as his driver complied. His knuckles cracked. These upstarts were about to learn why Hammerhead had risen to second both to Silvermane and to Tombstone. His shoulders rolled and his neck echoed his knuckles. Jenkins avoided the smile he wore when she looked to her rearview mirror.

“I’m starting to hate parking garages,” Spider-man announced. He swung into the six story carpark on the fifth level. “Well at least this time I won’t have to team up with Rhino.” He slipped seamlessly to the shadows, giving up little speed as he descended to meet the motorcyclists and the car. He pulled up his sleeve and the hem of his shirt. The cartridge quickly clicked into place.

The exits were blocked. Unless Hammerhead decided to take his car straight off the edge of the higher floors, he was caged. The motorcycles were stashed on the lower floor. Each soldier slung his submachine gun to his hand. They each had two extra clips under their jackets. A big knife and a pistol completely their arsenal. It was going to be a few minutes before their reinforcements arrived. They had three options, complete the mission just the two of them, hold out for reinforcements, or pin down Hammerhead. They cocked their guns and hustled up to their target.

Jenkins had the car idling in front of the elevators. She triple checked her sidearm. She never once looked over her shoulder to check on Hammerhead. She knew he was good. He wouldn’t be dead until he told her he was.

“Courtesies of the big man!” The bullets started slamming into the car. The lucite glass started spider webbing from the impact. The armored panels started to dent. Jenkins rolled her window down nine and a quarter millimeters.

“Tomby’s still giving gifts?” The first soldier, who was giving cover fire was spun around as the web connected with his wrists. The single bullet from the car clipped the soldier’s shoulder. “I thought he was kicked out of our Secret Santa.”

Spider-man accented this with a kick to sending the stooge onto his back. The hero proceeded to strike quick tableaux out of the path of three small calibre bullets. “Hey hold off until I can get to you! There’s still another goon to take down first!”

There was a steel and bone crack. From the left side of the car collapsed the body of the other foot soldier. Hammerhead stepped out and cracked his knuckles.

“No need Webhead,” Hammerhead smirked, “I saved this dance for you.”

“Hammy!” Spider-man flung his arms opened, “I was so worried! You should have left a note.”

Partly to jump out of the way of another bullet, Spider-man dived at Hammerhead. The mobster had his reinforced skull down and was charging. Spider-man had thrown himself into a spear tackle. They collided shoulder to shoulder. Hammerhead’s heavier body carried nearly as much momentum as Spidey’s faster one. The pair collapsed into a heap. He only managed to hop back, and then cartwheel left, by the smallest of margins. Hammerhead’s knuckles left a divot in the asphalt. Jenkins’ bullet whistled A-flat passed the spider’s ear.

“Boss!” Jenkins one word carried several warnings and two alerts. A black panel van wobbled onto the scene. A pineapple grenade clattered next to Hammerhead. He’d have been caught in the blast if Spidey didn’t snatch the weapon in his web and throw it far away from the battle. The air rippled in concussion. Spider-man managed to turn himself out of line of shrapnel. Hammerhead’s fist collided with the small of his back. The hero collapsed onto the ground with a grumble.

“We got the exits covered!” The side and back of the van opened releasing five soldiers. The elevator doors crinkled as explosions blasted behind them. “Whoever kills the traitor gets an additional two shares.”

“Any bonus for Spidey?”

“Same as always.” Five shooters grinned as they replaced magazines. Bloodlust and greed fought for supremacy.

Hammerhead slammed the door behind him. He picked up a radio detonator from the seat on his left. “We set?”

Jenkins answered by putting the car into gear. Her foot slammed down on the accelerator. She clipped the first mook as Spider-man gathered himself up onto his feet. Hammerhead was rushing for the concrete lip that prevents cars from driving off the edge.

“Hey boys, you can get your own date.” The sharpness of Spider-man’s quip died as the tingles hit him harder than the grenade had. “No! Get out!” He shouted. His own web pulling him out and away from the parking garage. He watched aghast as the old car broke through the barrier flying over a small promenade, aiming for the street. The whole second floor blasted outward. Rippling detonations moving outward, collapsing the dust and debris inward.

“No…” Peter only managed to snatch his camera a heartbeat before that area started to collapse. Angry and in disbelief he raced around the perimeter of ruin. He wanted Hammerhead. How hard could it be to find an old model car riddled with bullet wounds in this city?

Minutes before his curfew, he collapsed into his bed. Frustration stepped aside for exhaustion. He hadn’t even bothered to take off his spider-shirt.

** ** ** ** ** **

Felicia Hardy owned more clothes than just white furred catsuits. In truth, she had spent a significant portion of her profits expanding her wardrobe. However, she only liked to wear jewelry that she had stolen. The gold kittens in her earlobes and the Stuyvesant tiger resting above her cleavage were her favorites. She wore her dress like she was born to it. The slide and shift of the skirt flashed her long perfect legs. She moved without hurry. The steward hurried ahead of her to make certain she didn’t have to reach for a door. She was stylish enough to project an air of invisibility upon the help. This was a meeting a long time coming.

“Miss Hardy, you’re as lovely as they say,” The man she was meeting was the youngest of the three minds that had built Tri-Corp. He was also the most eccentric. His interests expanded beyond the scientific. This meeting room was a testament to his hobbies. Old manuscripts were protected under glass display cases. Ancient relics stood on pedestals. The thief took in the veritable gold mine of ancient art and suppressed her urges. Few men would pay quite as much as he had for the baubles. That was why Felicia carried the steel briefcase in her left hand.

He was kept out of Tri-Corp’s public face. His proclivities and deviances from science would reflect poorly on the leading research and development company. These were only the first reasons. The rest was understandable the moment you saw Michael. His skin was gaunt and pale. His hair was unmanaged and limp. A wheelchair was readily available in the corner of his room. He hid a red splotched handkerchief in his coat pocket. Yet, he still managed to wear the nine thousand dollar suit as well as she wore her gown.

“I doubt that. Words cannot begin to express my loveliness,” Felicia walked over to him and allowed a soft kiss on her cheek. “Now Mr.--”

“Please Miss Hardy,” He took her hand and led her way to the long table where a decanter of brandy waited. He held her seat and pushed it in for her. She smiled at his gentlemanly way, “Call me Michael.[4]”

“Very well Michael,” Felicia never offered her first name. She lifted the briefcase and set it on the table. “Shall we start with business?”

“You have been a bad kitten,” Michael took his own seat. A tremor preventing him from maintaining his confident posture, “Tri-Corp has lost considerably to your incursions.”

“If I had any belief you would contact me as you had for a trial or a vendetta, I would’ve taken other actions,” Felicia pressed, “We can flirt if you must but let’s leave the unprovable accusations for another time.”

“I look forward to it,” Michael smiled. His hands offered the brandy. Felicia begged off with a smile but he poured one for himself.

“I notice the Urn of Morbius in your display. Does this dagger finally complete your collection?” Felicia allowed Michael is first drink before resuming her question.

“I’ve come to admire you Miss Hardy,” Michael evaded. “You’re resilience, successes and beauty.”

“A man of taste,” Felicia smiled allowing him to dodge her question.

“I am dying.” Michael explained. “I spent all my life as a student of science, biology, medicine. I have come to believe science has failed me. Failed me in part, without it I’d have been long dead, my blood poisoning me from the inside. So, I must surrender or strive for other means. Legends and myths proven tangible thanks to you and those who share your talents.”

Felicia’s eyes roamed the room. She had acquired the books under the display case against the north wall. Michael stood up as she catalogued each item. Many had disappeared from museums or private collections. Michael made his way over to a large vase. “As you’ve noticed, this is my most recent addition.”

“And?” Felicia pressed.

“The stories are quite clear. With your latest gift,” Felicia bristled at the implications of his word choice but held her tongue. Michael gripped the display case as another tremor mocked his projected confidence. “I have received a lease on life I had tried not to bank on. This all thanks to your singular skills.”

“I welcome the compliment, Michael,” She answered. “But I am more open to tangible benefits.”

“Three million dollars.” Michael expressed without hesitation. “Has been allocated over the Cayman Island and Swiss bank account numbers you have provided me.” He began making his measured way back to his seat and to his drink.

“I don’t usually expect a tip.” Felicia replied guardedly.

“Sometimes it is as important to move money as it is to make money,” Michael’s voice was growing hoarse. His hand shook when he reached for the decanter. His eyes twisted in consternation. Felicia responded immediately, she poured an ounce into two different glasses. Felicia understood money. It had several purposes, the first and foremost was to keep score. She was doing quite well in that regard. As she toasted with Michael, watching the gratitude in his eyes for not treating him like an infirm but treating as drinking partner. She considered some of money’s other uses. She didn’t want a chain holding her. She would have her man scramble the direction Michael’s money flowed until following it would be impossible.

“So what is next?” Felicia asked. She liked working for Michael. She had looked forward to this face to face. Now, she considered the benefits of keeping the man behind his mystery.

“Next I need someone with a different set of skills, I’m afraid.” Michael put down his empty glass a heartbeat after Felicia’s.

“A wizard?” Felicia taunted through a smile.

“Nearly,” Michael gave a charming smile. “Now will you join me for dinner?”

“I’m afraid not,” Felicia stood. Michael followed. They shared another hug and a light peck. “But you know that sometimes the Cat needs to be let out to play.”

** ** ** ** ** **

Gwen sighed. She sat on the edge of her bed. This was always when it was most difficult. The moments she had to herself stung. Questions and condemnations heaped self-destructively upon her own psyche.

Harry was amazing. He was affectionate, witty, and caring. He could be selfish and inconsiderate, but only at his worst. She had seen less of that since Harry's dad died. It scared her a little. He had been so driven. He had been determined to be the man his dad imagined he could be. Now, it was like he had given up. She was terrified for him. A recovering drug addict needed something, needing a purpose. Gwen became that need for Harry. She had given up her own need for Peter. When she was with Harry, she was letting herself like it.

Gwen Stacy fell back on her bed. She closed her eyes.

"Two slices," Harry ordered.

"Anything to drink?"

"Coke for me, diet for her," Harry collected their food and led Gwen out of the restaurant.

"This is delicious," Gwen announced after bite one.

"What did I tell you?" Harry said smugly. "And now for the funniest movie ever made."

"Airplane?" Gwen prompted.

"What? No. I was talking about The Big Lebowski."

"Well," Gwen smiled, "You're wrong."

"That sounds like challenge, Miss Stacy," Harry raised an eyebrow.

"You know it is Mr Osborn," The parallelism was a poor choice and for a moment Gwen recoiled at the darkness that she saw in Harry's eyes. "We can watch them at my place."

"My place is closer," Harry steeled himself, "Plus I have the better TV."

"OK, I just have to call Dad and tell him where we're ending up." Harry took Gwen's bottle out of her hand while she dialed her dad.

"Hey Dad," Gwen found some cheeriness. "No, not yet. We're going to watch some movies at Harry's. Yeah, his mom will be there. And Houseman. He'll drive me home. Love you, too."

"Sometimes he can be so-" Gwen grumbled as she put her phone back into her purse.

"Nothing wrong with worrying about such an amazing girl," Harry smiled.

"Do you always have to be so nice?" Gwen mumbled through a smile.

"Yes," Harry deadpanned, "Your dad has a gun."

"Fair," Gwen laughed. They walked in amiable silence, mouths full of soda and pizza until they arrived at Harry's.

"May I take your jacket?" Harry offered gentlemanly. Gwen had a private smile as Harry took the windbreaker from her shoulders. He immediately handed it to the passing butler and led her to the family room.

Pepperoni heartburn and sidesplitting laughter eventually bent Gwen Stacy in half. Harry's hand settled on her shoulder and she was watching the second movie laid out across the couch with her head in Harry's lap.

She kept looking up. Determined to see that Harry was laughing at Leslie Nielsen as hard as she was. Soon their kiss was slow. Soon their kiss was sweet. Gwen's kneejerk reaction, her conscious reaction, was to pull away. Soon the signal reached her brain and combated with all the years of affection, all the years of wondering and hormonal curiosity. He was a great kisser. Gwen didn't stop Harry when she was laid out under him. Gwen didn't stop Harry when his hands started running over her clothes.

"I love you, Gwen," Harry spoke into her lips.

"I--" Gwen was slow enough that Harry interrupted a reply with another kiss. He was over her. His knee between her hip and the couch. His other foot straight to the floor. Tingles scaled her spine as his hand slid across the edge her breast. She pushed up on his chest.

"What if your mom walks in?" She turned her blue eyes to the arch that separated the family room from the entrance. Harry kissed the corner of her mouth. He rose up. She shimmied. Her skirt clad legs still knee to knee under Harry's thighs. She sat up, facing him. Her butt pushed against the arm of the sofa. His hand slowly stroked her upper arm. She reached out and laced their fingers.

"Then she will see enough to turn your cheeks pink," Harry smiled sincerely beneath wolfish eyes. For the first time, since he came back from Europe, since he asked her to be his girlfriend, since she had chosen his health over her heart, Gwen kissed Harry. She held him from both sides of his face. Her kiss was soft affection. Harry had never pushed, an easy flow towards a hormonal intended goal. Gwen never felt like she couldn't keep ahead of it. Still, it was an inexorable force. Each moment promising a next. Now, she was anticipating it. Later, she might hate herself for it.

Her left leg hooked down. Her socked toes grazed the carpet. The back of her calf pulled on Harry's. He came forward, deepening her kiss with his eagerness. Her hair fell back as her torso arched up against him. She murmured sweetly.

His hands resumed, faint, at the sides of her breasts. He may have been counting her ribs. He took in all of her from her hips to her shoulders. On the second pass she laid her hand upon his wrist. She led him down and away. Their kiss broke at the hem of her blouse. They looked into each other's eyes. They rested their foreheads together.

"I--" Harry was interrupted this time. She squeezed his wrist and pushed with her mouth. The tip of her tongue butting heads with his own.

The AC was apparent as the first wisps of cool air slithered across her navel. Gwen wouldn't break their kiss. Gwen wouldn't let go of Harry's hand. Her pink top was bunching up under her breasts. He wasn't pushing anymore. She parted.

"We don't have to."

"You want to."

"Of course I do," Harry smiled. Her eyes wandering down Gwen's soft body. She had worn one piece swimsuits on their excursion South. This was the first time he had seen the soft white skin of her belly. He lowered himself. She looked on wide eyed. The blush on her cheeks was peeking out under her top. He kissed her, right against the belly button. Ticklish, nervous, aroused, confused, Gwen giggled. Her hands slapped over her mouth. Her top fell down onto Harry's nose. His eyes were threatening, when she couldn't see his smile. The predatory green eyes sent a counter set of tingles up her spine. She bit her bottom lip as her instinct was to open her knees beneath him.

"I'm not ready for third base," Gwen rushed out. she could not be sure who she was talking to. Harry projected an air of victory. He wasted little time, not forcing further but not giving Gwen an inch of breathing room to retreat from this. Her arms whipped up as Harry pulled the garment high and off of her body.

Panic. Fears of the smallness of her chest, the plainness of her bra. Her mind battled with insecurity. Her shoulders shivered. Her eyes grew watery. Panic.

"My God you're beautiful," Inspired awe was not an outcome Gwen could have predicted. Harry's eyes were swishing over her chest. He leaned and kissed her in the pit of her throat. She arched back, staring up at the ceiling fixture. Heightened awareness from the hypersensitized state. Gwen saw the lights with profound revelation. Her mind demanding that every sense become as overloaded as touch. The smooth leather couch made its imperfections known against her back. Her palms were sweating. Her eyelashes wouldn't stop flickering in front of her eye. Each breath struggled into her lungs and seared out over her lips.

Harry kissed his way down. Gwen jumped when she felt his hands land on the cups of her bra. He grasped her stronger than she thought she had wanted. Her fingers roughly traveled over the waviness of his hair.

"Holy crap," Gwen whimpered. She had felt him nip at the top of her breasts' swell. She slipped her hands to the back of his neck. She had no idea whether she would pull him tighter or push his shoulders off of her body. Her body twitched with nervous uncertainty. Her knee rose up against his butt. "Harry!"

Her voice had carried little more than a whisper. She looked into his eyes. Struggling to see passed the hunger and pride. Where was his fear? All she saw was the excitement. He was so present. The stiff member pushing through his pants and against her skirt, how big was it? It felt enormous and she was only feeling the base as the rest rose towards Harry's abdomen.

She went rigid as the wire of her bra rose up. Harry sank. The pink of her nipples had crinkled into short edifices of lust. The pale circle was hard to distinguish from the slight flesh it topped. Gwen let go of Harry. Her hands once again slapped over her mouth. Every muscle in her jaw was tight to the point of aching. There was a scream at the bottom of her throat and she wasn't letting it out.

Harry lapped his tongue against her nipple. Her feet and knees kicking as she felt her eyes threaten to roll back. She risked gulping in a breath of air. He pulled her nipple with her teeth and she grabbed for him, her hand cupping around his ear as she whimpered.

"It is time to take your girlfriend home," Emily Osborn interrupted. Gwen shouted and scrambled out and over the arm of the sofa.

The movie had ended some time ago. Gwen, flushing red from forehead to navel, rolled her bra back down over her breasts. Harry passed Gwen her top even as she wouldn't meet his eyes. When she was dressed: she finally breathed. Emily was gone.

Gwen opened her eyes, staring at her ceiling. She was dressed up in her PJs. The ceiling was looking particularly intense tonight. She turned her head to the closet. Her old stuffed dog was in there. She was seriously contemplating dragging the four foot beast and snuggling up to it like she did in grade school. She rolled onto her back.

Fingernails ran over her lips as her eyes drifted closed. Her other hand fingered the top button of her pajamas. The man she always took to her bed, in her mind, was Peter. Now behind her eyes she saw Harry's face. She opened her eyes again.

Sleep didn't come easily tonight.

** ** ** ** ** **

“That must be a lot of responsibility.” Peter calmed down. He looked up at George.

“But its a responsibility I’ve taken upon myself,” George agreed. “What a man does and who a man is is defined by the decisions he stands by.”

“Yeah, my uncle used to say something like that,” Peter agreed.

“Ben Parker was a good man,” George admitted. “I see a lot of him in the man you’re becoming Peter.”

“Thanks,” Peter hadn’t realized how much he had needed this. Just a word from a man he respected. Recognition of who Peter Parker was. He shook off his initial antagonism. He looked at George Stacy as a new man.

“But you still have a lot of growing up left to do,” George admitted, “No matter how fast you're pushing yourself to do it all right now.”

** ** ** ** ** **

L’Hissy Fitte was an upscale restaurant complete with elitist waiters, smug valets and a reservation list that held bookings for the next seven months. Sable Manfredi walked in as if she owned the place, and in a manner of speaking, she did. She was a head turner. Her platinum blonde hair fell around her strong feminine features. She had a soft violet shade across her lips. Her eyes drew heated looks and returned imagined promises. Deference, a commodity in short supply, was hurried towards her. She first approached the bar. There were several couples talking animatedly, though in hushed tones, paired all along the mahogany counter. The waitress behind the bar offered nothing more than a smile before mixing Sable her martini. Sable took the seat next to a lovely blonde in a long blue gown.

“Not your usual environment,” Sable commented. She sipped her drink and only acknowledged the woman next to her in the mirror behind the bottles.

“I just drive the car,” The woman mentioned, her own cocktail glass held the light pink of her lipstick but looked untouched. “Where I end up, I make fit.”

“You certainly do,” Sable smiled to the bartender. She knew her meal would be awaiting her in the booth when she decided to sit. “Tell Hammy to come after close.”

“I will, Ms Manfredi,” Jenkins took an imperceptible sip of her drink and turned to leave. L’Hissy Fitte had the most incredible duck l’orange. It was almost as tasty as making Hammerhead wait for hours.

“Beautiful Sable,” Hammerhead entered just after three in the morning. The only employee left was the bartender and the last guest had left fifteen minutes before. Sable pushed the chair across from her out with the tip of her shoe. A martini sat in front of her, her second of the night and still half full.

“To what do I owe the honor, Hamster?” Sable asked. She appeared relaxed and at ease. She still loved the man who took the seat like he owned the room. Men had come and gone since her affair with the mobster but they quickly slipped from memory while Hammerhead remained her primary source of fantasy, sexual and often violent.

“A good man needs a good friend in times like these,” Hammerhead announced. The bartender appeared with a seven hundred dollar glass of scotch whiskey before disappearing.

“That explains why you’re so short on them,” Sable commented. She still remembered Valentine’s Day with heated anger. He had drugged her. She crossed her legs, assuring herself the small calibre pistol was strapped inside her thigh. An interesting surprise for Hammerhead no matter how this meeting turned out.

“No need to be vicious, Sable,” Hammerhead moved to stand, “If you don’t wish to help, I should leave immediately.”

“Sit your hardheaded butt back into that chair,” Sable demanded. There were a few rare times where she used her authoritative voice on Hammerhead. This was one of the rarest, Hammerhead listened. “What do you need?”

“Protection. Muscle. Enough to keep the few men Tombstone still manages off my back and eyes and ears to stay a few steps ahead of the feds.” Hammerhead declared.

“And why should I risk my neck alongside yours?” Sable put down her empty glass. The bartender was smart enough to slip in and take it away, and smarter still to not have another one ready.

“Old time’s sake?” Hammerhead’s smile was shark-like.

“There ain’t no such thing as old time’s sake.” Sable quoted.

“I’ve got money,” Hammerhead announced.

“I’ve got more.” Sable tilted her head and her smiled broadened. In any other situation Hammerhead would have been lost in her beauty. He was lost in his rage.

“Then what do you need, princess?” The affectionate term was clearly struck with scorn.

“I need an army,” Sable declared, “Something to assure my standing now that the rest of the bosses are taken down.”

“Taken down isn’t taken out,” Hammerhead declared. He was afraid of Tombstone, declawed by police oversight or not.

“That’s why the army,” Sable assured, “I know of a few wild men I can use. You get to be my litmus test. See if the boys hold up.”

“So either you get what you want or I get dead or jailed?” Hammerhead raised an eyebrow.

“Stakes too high for you, Hamster?” She taunted.

“Never.” Hammerhead stood up and leaned in to Sable. She suffered six kneejerk responses, unholstering the gun before she got in wet. She sighed into his kiss.

“See you around, princess,” Hammerhead straightened.

“Stay alive, Hamster.” Sable said to his back as the mobster struck out into the world that wanted him anything but.

** ** ** ** ** **

The antiseptic clean seemed further away than the smell suggested. Dr Ashley Kafka closed her fingers tightly around her clipboard. “I hadn’t expected to see you quite so soon, Miles.”

“Time waits for no man,” Doctor Warren strode into Ravencroft. Ashley fell into step beside him.

“I haven’t put my name on your request yet.” Kafka hid no amount of distaste. Miles didn’t notice or at least did not rise to her tone.

“Ravencroft has come to hold near as many supercriminals as Osborn’s Vault.”

“Ravencroft houses patients,” Ashley sneered. “These are not well men. Rehabilitation cannot rest in a sick mind.”

“I heartily concur,” Miles announced, “And without your therapy many of these patients would be dead or worse.”

“Thank you,” Ashley weighed the compliment. Their path led them through the extra security before the dangerous patients wing. Placards were nailed onto doors under slide shielded windows. Maxwell, Dillon. Brock, Edward. Jameson, John. Kasady, Cletus. Octavius, Otto. The names flitted by midst moans and shouts. Miles stopped before Brock’s. He spoke after sliding the window closed. “Is he still claiming to be Venom?”

“His delusions are severe,” Kafka answered clinically. “He hasn’t dealt with the losses he has suffered. This coupled with the real and imagined betrayals by the only person he still considered family has forced him to erect a shield. Using his own loss of vocation as a muse, The shield he chose was the antithesis of his betrayer’s livelihood. Peter Parker, his ‘bro’, makes his living as the photographer of Spider-man.”

“Curious,” Miles held back his relation to Peter Parker, “The mind is a baffling puzzle.” Miles’ wonder was the first attribute that sat well with Ashley. He turned towards her, “You’ve read my paper on reversing altered genetic damage.”

“I have,” Ashley admitted guardedly, “I am very hopeful for what it could do for Max--”

“Electro!”

“However,” She continued, “This sort of pharmaceutical therapy is years of testing away from even considering human trials.”

“I beg to differ,” Miles shook his head, “And the New York State Department of Corrections agrees with me.”

“I will not sign off on this.”

“You could resign in protest. That would delay me a few days, maybe a couple of weeks. It would create the opportunity for you to state your case or force the NYSDC to have a different bureaucrat read the proposal.”

“I can’t and I won’t abandon my patients,” She was angry, hiding nothing. Nostrils flared. Eyes narrowed. Knuckles whitened. Shoulder stiffened. A voice rose. “You are well aware of this. Jameson, no doubt, helped you grease these wheels. This breach of protocol and morality leaves me disgusted.”

“It is a shame you cannot see the opportunity in this Dr Kafka,” Miles shook his head. “I would welcome your expertise.”

“I will continue therapy with each patient throughout,” Ashley slumped. She was defeated. She wouldn’t cry, not until she stripped off the lab coat at home. “If anyone misses a single session: there will be hell to pay.”

Miles shrugged and then gave a small nod. Ashley’s chickenscratch signature decorated the form on her clipboard with loud angry snicks. Miles retreated a step when she slammed it into his chest. Her steps were stomps as she stormed off back towards the community therapy room.

“Electro!”

** ** ** ** ** **

Jean DeWolff nodded to Agents Briggs and Wade[5] as she entered Lincoln Enterprises tower. The pair of FBI agents were sitting in their obvious black sedan watching the entrance. She would be noted going in and out but it wasn’t uncommon for the NYPD to send an officer or two to follow up since the Valentine’s Day Summit. Jean’s grimace resonated with the federal agents, some jobs were just tedious.

“I’m here to see Mr Lincoln.” Jean crossed into the lobby and spoke to the security woman sitting behind the desk. “I have an appointment.”

“Not that he has the choice to turn away the police these days,” The dreadlocked woman snarked. “He’s in his office.”

“Thank you,” Jean offered professional politeness as she walked to the elevators. The lift was very quick but Jean felt it moved sluggishly. Had there been no camera, the fear may have cracked her mask. The door opened before the policewoman and she walked forward with march precision.

L Thompson Lincoln. The Big Man of Crime. Tombstone. A towering giant of a man in rolled up shirtsleeves and a loosened black necktie was pummelling a reinforced heavy bag. Sweat rolled on his albinic forehead. His teeth appeared filed to points as he grimaced. The power behind each cross and jab was evident in the whumpf against the leather and in the shrill grind of the chain links that held the bag vertical.

“Lonnie,” Jean closed the door behind her. It was well known that the warrants each agency had filed that Tombstone’s office was bereft of bugs. His lawyers were perhaps more vicious and tenacious than his army of criminals. The policewoman stopped in the middle of her room. Her right hand rested near her sidearm.

“Jean,” The charm that oozed from the crime king was at odds with his appearance. Those who knew him expected it. Lincoln had been called a true philanthropist. Dozens of New York’s rich and elite still rallied behind him, unwilling or incapable of believing Spider-man’s accusations. “What brings you to here, my lovely?”

“We can’t prolong this, Lonnie,” She declared, “The evidence is hard fought but it would be insane to think no one has managed to unearth anything.”

“I have two promises to keep,” Tombstone crossed over to Jean and cupped her chin raising her eyes to his. “Yours and Hammerhead’s.”

“You can’t be thinking about foolish pride now, Lonnie!” Jean pushed away the hand. “Look if we move--”

“Not to worry.” Lincoln brushed aside her imploration. “I have your packet prepared. The opening for Lieutenant will be filled by you. And your continued outspoken words against Spider-man will give me the leverage I need to return to my kingdom.”

“I’m not a child, Lonnie,” DeWolff scowled. “I do not need to be told over and over again the same plan. You’ve taken his betrayal poorly. Now I understand though, you do have to finish with Hammerhead. But you have to finish quickly. Tonight. And no more amateurish guns for hire. The scene at the carpark was inexcusable.”

“Agreed,” Lincoln did not take the dressing down without rancor. Tombstone was a man of mettle and reason. He respected truth and forward thinking and he wasn’t in the best place to discipline an unruly subordinate. “My plans are unfolding as we speak.”

“Where? When?”

“That isn’t--”

“Last time Spider-man interfered. If your men can’t put Hammerhead in the ground, mine will put him in a small windowless box for the rest of his life.”

“Another feather in your cap.”

“Stan’s. This one goes to Carter.” Dewolff explained.

“Better,” Tombstone considered. “Very well.” He marched towards his desk. The view was incredible. Like Yertle the Turtle he had been king of all he could survey. He had been careful, cautious, never stacking his turtles too high. Now he could feel the whole empire shaking and all because of one insignificant spider. He unlocked the top drawer of his desk. There was a FedEx bag sealed clearly containing documents. He picked it up and turned to DeWolff.

“This contains the directions and information you require.” She accepted the package and put it under her arm. “Pass it to the woman at the front desk and it will be en route to you as soon as Hammerhead is taken care of.”

“Excellent,” Jean agreed. Knowing precisely the number of cameras that would record her running Tombstone’s errand. Another feather in her cap. Another nail in her coffin.

** ** ** ** ** **

“Everyone makes mistakes Peter,” George assured him.

“Some bigger than others,” Peter scowled recalling the face of Walter Hardy.

“Granted,” George nodded, “But it isn’t the size of our failings that defines us, it is the actions we take after our failures.”

“That is a lesson I’ve taken to heart.” Spider-man declared.

“You really need to look at what you’re missing out on when you burn a bridge like you did.” George squeezed Peter’s shoulders confirming their bond, through Gwen, and Peter suspected, through Spider-man, was true and solid.

“I take responsibility for everything I do,” Peter defended himself.

“I know you do Peter,” George had never looked sadder. “This is just the first time I had ever seen you run from trouble without immediately working on a plan to come back at it even harder.”

** ** ** ** ** **

“Oh, hey Aunt May,” Peter was hanging upside down twenty-two stories above midtown. He had pulled his mask up, well down, over his nose to prevent the distortion through the cloth. It wasn’t much of an identity defense, but since the incident with the Bugle and Mary Jane’s subsequent discovery of his secret, Peter Parker was keeping as many differences between himself and Spider-man definitive.

“Peter? What is that sound? Wind?”

“Uh, yeah, Harry has the top down on his convertible.”

“Oh, I didn’t know you were with Harry tonight.”

“For the next little bit, anyways. He’s giving me a ride down to the Silver Spoon,” Peter lied. It rolled out so easily. How easy it was, that was the worst part about lying. “How are you holding up?”

“Oh, just a little nostalgic and lonely,” She sighed.

“I can come home if you need me.”

“No, Peter, you hang with your friends,” Aunt May enunciated the slang, “Ben never liked pulling you away from your social life for silly little problems.”

“You’re feelings aren’t silly, Aunt May.” Peter asserted. “Not today.”

“Thank you, Peter,” Her voice was soft and warm, “Now have fun with your friends.”

“I will,” Peter lied again, “I’ll see you tonight.”

“Love you,” She said farewell.

“I love you too,” It felt good to say something that was true. He hung up his Osberry and slipped it into the belt of his Spider-man uniform.

The search was exhausting. Scouring the city for a car that should stick out like a sore thumb. The wind beneath his webs was invigorating. He really needed a way to track the bad guys.

“Beautiful night, swinger,” Peter shifted in flight the instant she had spoken. Black Cat was seated on a ledge, overlooking a dockside warehouse. The moonlight shimmered across the stretched material of her outfit and in the waves of her platinum hair.

“You’ve got a lot of nerve showing your face, Cat.” Spider-man landed next to the thief with a snarl.

“Easy, swinger,” Cat laughed, “No claws out tonight. No alley cats looking for you either.”

“So why are you here?” Spider-man breached personal space and pushed his mask a mere inch from her mask. “Something shiny you’re looking to take home in the warehouse.”

“Not at all,” Cat pressed her mask, bringing the specialty lenses over her eyes. The one aspect her deal with Warren and Gaxton hadn’t strengthened was her eyesight. “Let’s just say I’m window shopping.”

“Cat...” Spider-man fell back on his haunches. He turned to follow her eyes. A NYPD patrol car turned away from the river three blocks down. He looked back at her and didn’t appreciate her smile.

“If you’ll excuse me,” Cat picked a cell phone from her belt, “I have to take this. Then you and I,” Her left hand rolled the tips of her fingers over the edge of his jaw, “Will have the city to ourselves.”

“That’s a big playground, Cat.” Spider-man couldn’t help the smile under his mask and he started to look away, hoping the motion of his skull would shake his thoughts reasonable.

“Yeah, but the swings are so fun,” She purred, “And I know you like the slide.” She held up a finger across her lips as she pressed the phone to her ear. “Clear.” She hung up as soon as she spoke. “So where were we, swinger?”

“Right where I’m needed.” Spider-man responded thwipping out four quick blasts of webbing. Black Cat was angry at herself for being surprised by the first one. Her right wrist glued to the wall. She twisted and avoided the second spurt from plastering her hair and left shoulder to brick. Her ankles crossed as the third shot fettered her boots heel to heel. The last blast was fatter and belted her waist against the wall.

“Spider!” Cat threatened raising her left claws so she could slash the webbing from her costume.

“No such luck,” Spider-man had grabbed her wrist where it was high and above Cat’s strength and leverage. She was strong. Much stronger than a human should be. Stronger than Kraven had been as Kravinoff. Spider-man was certain he would look into that but for the moment, he had a kitten to discipline. Cat’s arms were webbed from palm to elbow. “You’ll have to excuse me Cat, but it seems I have to call our date short.”

Timing was serendipitous. The blue car, in such immaculate shape that Spider-man suspected Hammerhead must have more cars than suits, careened below. It weaved across the street before ducking into the warehouse.

Inside the warehouse were stacks of drums bristling with Det Cord wires. Six men were waiting. They sat around a large felt table reassigning their expected payday on the backs of pocket queens vs suited connectors. Four of the men were dressed in black turtlenecks, cargo pants, wool toques and combat boots. They were armed and outfitted like the dishonourably discharged soldiers they were. On the backs of all their left hands was a matching tattoo. A black ashen wolf’s mask with red eyes overlaying an Eastern European script they claimed read “Wild.”

The fifth was a nervous man, big and rust brown haired. He was dressed in blue, navy and dark. In most cases the darkness may have shadowed him into invisibility, but he stood out next to the soldiers. The final man was the beacon, so bright and obvious that the fifth man’s camouflage might be good enough. The last man was armored in green. His body armor was repurposed riot gear and a copper meshed motorcycle helmet that was wreathed in blue bottomed flames. All six heads looked up as the car twisted in and barricaded the wide berth entrance from soldiers.

“Are we prepared Morrie?” Jenkins stepped out of the car. Her uniform seemed bulkier, the soldiers recognized the shape of the a flak jacket under her blue coat. They immediately reached for the vests they had hung on the back of their chairs.

“Wired for sound,” Bench declared. “Though we’re a little too near the stage for my liking.”

“Risks?”

“Heat stroke, shrapnel, tonitis, dust.” He rhymed off easily. He had a pair of earmuffs designed to depress the damage to his ears.

“The fight has to begin here. Boss?” Jenkins turned to the car and Hammerhead stepped out. He was looking wild-eyed and smiling.

“I think we’re done with you, Bench. Get out of our sight.”

“Hey, he’s still five hundred in the pot,” Jack O’Lantern complained. A fistful of bills immediately erupted from Bench’s pockets. The soldiers didn’t know who to despise more, Jack or Bench. They were happy to see the large man rushing out of the building.

“Hammy! Is this a surprise party for me?” Spider-man took this opportunity to land on top of the car. Immediately, five guns trained on the webhead. Jack rolled out a new pumpkin bomb. They looked different from Osborn’s orange agents of death. These were black with bright red lights as if their manufacturer hadn’t taken the time to paint them. “I guess first thing I should do is blow out the candles.”

Spider-man leapt into action. Twisting around the first nine millimeter round before landing on the ground in the middle of the soldiers. One took a nasty fall as Spider-man swept out his leg. The other three dived back. Jack’s new pumpkin bomb shrieked as it burst tossing prone man over like a log. Spider-man drove his fist straight for Jack’s center of gravity.

“The party’s not for you wall crawler.” Jack was knocked several steps back but Spider-man took a heavy cross from Hammerhead’s weaponized fists. He spun out, dizzy, slamming back into one of the many barrels looping the warehouse. Bullets from AK-47’s whipped into the barrels. Det Cord shredded and sick smelling viscous liquid oozed out of the barrels. The wounds in the metal clotted over with green Gobweb.

“Oh boy,” Spider-man commented from his perch on top of the barrels and over the hail of bullets. “I better find a scalper and see if I can’t upgrade my seats.”

The words were overrun by the squeal of rubber. Two armored trucks crashed in through the door and jamb that could not quite accommodate them. “Oh goodie,” Spider-man moaned, “The caterers have arrived.”

Bullets turned towards the newcomers. Jack O’lantern flipped the table. His imitation glider hummed to life below. Jumping on, armed with a whole sack of orange pumpkins, Lantern stayed on the Spider.

“Hey you know how this ended last time, Squash Brain? Do we really have to dance again?” Spider-man seemed all too happy to turn his attentions to the Jack O’Lantern. The soldiers and the newcomers were throwing bullets back and forth. The battlefield was chaos. Not once, did Jack O'Lantern take a bullet in the armor, twisting out with a curse as his green screaming explosions rang out over the war zone.

“Ah, little Spider. You forget we’re one for one. I for one don’t like leaving any game a tie.” Jack threw his bomb as he ignited his left wrist mounted flamethrower. The bomb was an easy dodge, Spider-man diving aside so it could slam into one of the armored cars. The flames collided with the bomb. It detonated early. Spider-man pulled himself downward with a lance of web. He landed behind one of the men come to get Hammerhead. The man ducked his head from the explosion. Hammerhead barreled through.

“Oh poop.” Spider-man said over his Spider-sense as the danger from all sides began to overwhelm.

“I’m going to revel in watching your demise Spider-man.” Hammerhead announced gleefully as his second punch connected with the hero. Spider-man rolled with the blow. Tripping up another hitman. He ducked and dived. Bounding low and between the hips of two of the Hammerhead’s goons. The pumpkin bomb detonated behind his feet. Jack wailed psychotic joy as he rained destruction down over both sides of the conflict. Spider-man avoided it by skidding across the concrete floor and under Hammerhead’s car.

“Whoa!” Spider-man shouted as his legs spread-eagled as he dodged Jenkins bullet. This was the first moment in his life he was glad his dick wasn’t a couple inches longer. Pushing off a tire, he spun out and dodged another two blasts. She was quick. She was accurate and if she had been using both hands to steady her gun instead of holding a detonator switch in her left hand, she may have come dangerously closer to hitting the webhead.

“Lady! How about we put the dangerous toys town!” Spider-man slapped a blast of webbing gluing the woman’s right wrist the driver side window of the car. At the same time he kicked the detonator from her left hand. Her frightened eyes and self satisfied smirk did not sit well in concert with the horrible klaxxon of his Spider-man’s spider sense.

“Dead man’s switch?” Spider-man realized as the walls of the warehouse erupted in a calamitous firestorm. The roar was like a waterfall and only the screams of two pumpkin bombs and a woman affixed to a suddenly airborne car overcame it. Spider-man ducked as the car cartwheeled over his head. Before him the fight raged on despite the chemical fire that lanced throughout. Six hitmen were down, none of Hammerhead’s soldiers looked winded. The man in the pinstripe suit was taking relish in the seventh man to be taken off the other side’s roster. And all of these fighters were silhouettes. Background to the skidding forward form of Jack O’Lantern. Two black pumpkins were coming forward.

“For me? You shouldn’t have.” The collisions between web and bomb were as near instantaneous as quantum physics allows. The bombs racing back on white lines towards their caster. Jack ignored them, raising both wrists and flamethrowers to bear. Spider sense said there was no where to dodge. The inferno to his left and right and all over the roof blocked off any dodges. Spider-man was going to get burned.

“This is it Spider-man!” Jack O’Lantern shrieked as the red, blue and burnt dived through his attack. A fist hammered hard and into the helmet just as the two returned bombs exploded over either of Jack’s shoulders. The whole green suited villain twisted up and around like an olympic gymnast but landed hard like sack of potatoes. Spider-man howled. The burn had crossed his right shoulder, the punch taking the worst of the attack.

“Hammerhead!” Spider-man roared. He grabbed Jack by his slack arm and tossed the supervillain bodily over the battle and across the tops of the armored vehicles. Spider-man charged forward. The mobster turned, his eyes delighted in the firelight. His four soldiers were hustling forward. The hitmen were retreating, over half their number still on the floor of the warehouse. Spider-man dived him.

“Third times a charge webhead.” Hammerhead announced as his third punch of the night landed. Metal knuckle impacted abdominal muscle. Spider-man knew he would be hyperventilating but this is where it ended. His uninjured left crossed Hammerhead’s jaw, proving not all of the criminal’s skull was armor plated. The blue pinstripe suit puffed out as he fell face first onto the ground.

Hyperventilating in a smoke fogged chemical fire was not the best means of regaining one’s equilibrium. Struggling, Spider-man knee walked a short distance. In his adrenaline and pain he hardly noticed the strobe of blue light intermixing with the red-orange of the fire. Not until the policeman dropped to one knee next to the hero and forced his own breathing filter over Spider-man’s mask.

“You hurt Spidey?” The cop asked with genuine concern and excitement.

“I’ve been better,” Spider-man admitted once his lungs worked again. “There’s a woman, back there. With the car.”

“We’ll get her.”

“Thanks.” Spider-man stood up.

“Stan, Stan Carter.”

“Thank you Stan.” And Spider-man lashed his webline out towards the last contested exit. A lady cop rushed to Stan and berated him until he put the mask back over his face. Stan got his mind off the hero. There was work to do.

“Cat?” Spider-man landed on the ledge. His webs were shredded and hanging from the bricks. The strands were just beginning to dissolve. He overlooked the emergency response below, sinking down into a spider crouch. he scratched the top of his head. Sweaty hair under a lycra hood was not the most comfortable feeling. “Can’t see why I expected her to stay.”

He mistook the blip in his spider-sense for the ringing in his skull. Jack O’ Lantern’s bombs were hell in closed doors. The platinum blonde took the char red and bruise blue hero with a spear tackle to the base of his spine..

Black Cat! He was astounded by how the thought had twisted pain and relish together. The ground rushed towards him. Her clawed gauntlets were tight around his waist. She pressed her face against his back. Live or die, she had trusted the decision to him.

The nostalgia queued up without his intention. A night as warm as this one and one of his earliest encounters with a villains. It had been first fight against The Enforcers. He forced himself and his passenger into a roll. His feet gripped the glass of a twentieth story window. He tucked, cartwheeling Black Cat over his head. He caught her by both of her wrists and looked into the her mask. She had her night vision lenses over her pale blue eyes.

“Hi, did you miss me?” He baited her and had to quickly arch up his hips to dodge her vicious kick across his abdomen.

“You don’t get to just leave me tied up like a street thug!” She hollered angry and hurt.

“Hey you leave me all the time.” Spider-man growled back. “And not always to the nicest things.”

“Yeah but I leave you free to chase me!” Her legs weren’t coming as weapons and so Spider-man allowed her to twist up and grip around his waist with her legs. He still kept a tight grip on her gauntlets, the wicked sharpness of her claws evident in New York’s ambient light.

“What’s the point of the chase if you’re nowhere to be found!” He didn’t know that she had hurt him. He had only remembered his first time with pride and happiness. He had pushed away the weeks of searching from his mind. That pain came back. It didn’t help that she seemed to be quietly laughing at his pain. Just to shut that smile away, just to hold on to any dignity he could fake, Spider-man drove his face forward. The kiss was awkward and ineffective through the fabric of his mask. She didn’t flinch, giving in, mouth and biting the tasteless fabric as they shared what little they could. He pulled back. She gripped the cloth in her teeth, her self-satisfied smirk had not left. She arched her neck, pulling the hood up and over Peter’s nose. Laughing softly, she bit his revealed nose.

“Cat!” He grumbled and pulled out with her wrists before taking her mouth in a kiss again. This time, his adrenaline fed resentment and lust spun up into something fiery passionate. It was a self-sustaining storm, each action feeding emotion each emotion feeding action. She bit his lip and purred. Every sense became overstimulated. The dizzying height framed her supernatural beauty. The hum and doldrums of New York were envious underlying the sounds the two cultivated. The smell of gunpowder and ash gave way to the enchantment of her perfume. Her heat cut through the May chill. She tasted of spice and sweetness.

Spider-man demanded more. He immediately reached for her chest.The momentum of her top end dropping forced him to crab forward and catch her. Her strong legs tightened hard around his waist. Another man may have felt his spine break. Another man would have probably plummeted.

“Spider!” Cat shouted. Spider-man looked over her shoulder into the window they had been balanced on. He was looking into someone’s living room. The man on the couch was rushing to find where he had tossed his cell phone. Before the man could take over Peter Parker’s abandoned livelihood, Spider-man’s webs shot upward. The pair sprung upward back to their ledge.

“Can’t take the audience?” Cat asked when she was seated on the stone lip. Her clawed finger traced the black spider on his chest.

“Ugh,” He tried to answer but she grabbed the back of his head and drew him back onto her chest. They started their passionate kiss again, but Spider-man was distracted. His eyes kept looking to where he had left his own camera. Mostly he saw inside his own hood. He pulled back and she whimpered. “Let’s go to the roof.”

“My Swinger’s not getting camera shy?” Black Cat taunted. Spider-man went rigid. She knew? No, her laugh was just making fun of him. “Come on.”

Her grapnel gun shot up forcing Spider-man to pull his shoulder to the wall to dodge the bit. She flipped him as she started the recoil and was off running up the glass. Spider-man watched her body move before he gave her the chase she wanted.

No webs for spider-man, he used all his hands to lunge up the wall. Using every ounce of strength, he was kicking off or throwing himself after the sculpted perfection in glossy leather. She still managed to take the lip a heartbeat before him. They met with a heavy collision. Spider-man dragged her down onto the edge of the roof.

“The hero caught the thief,” Black Cat falsely whimpered. “What’s he going to do to me!”

‘Teach you how dangerous spiders can be.” He was on his feet straddling her right leg, his shin held down her left. He pulled her by the hair to his kiss. The zipper’s cry split the empty night. He didn’t stop until he reached her belt buckle. That accessory was discarded with a clatter of gravel.

“Maybe I shouldn’t have run so fast,” Cat teased when he let her go. Both of his hands had gone to her shoulders. She laughed in pleasure as he ripped her catsuit down her sleeves. Balling her fists, the sleeves pulled straight over her gauntlets. She was naked down to her waist. Her unfettered breasts jiggled free. She rolled back on her shoulders, twisted her hips and kicked her legs. Spider-man rolled with the move, not letting go of her leather. The catsuit caught at her calves, stuck at her boots. Spider-man grinned, letting go. Cat, impatient as her Spider, kicked her feet over her face and ripped the boots and catsuit of with one contemptuous tug. If it wasn’t for Spider-man’s quick web and tug, the garments would have been thrown from the roof. He tossed them behind him. She was on her feet, a creature of magnificence. Spider-man went to wrap his hands and pull her too her but she grabbed his shirt.

“Oh, lover...” She grinned. Her fingers danced over the muscles of his chest. His shoulder was red and raw from the burn. Several bruises were forming at the contours of his abdomen. He had been through hell tonight and now she was heaven before him. “I approve.”

MJ! She would approve. She would punch Peter in the shoulder. She would say something like--Goddammit! He couldn't do that to Cat not intentionally. Spider-man picked up Black Cat by the recently denuded hips. She kicked her ankles up behind her as she tangled her wrists behind his head. "Where are you taking me Spider-man?"

"Wherever I want," Spider-man didn't answer: "Out of camera range."

The camera was across the street, reset after the Hammerhead battle. Old habits died hard. He pulled her back from the edge, she pulled his face deep into her cleavage. The rooftop was clear but for a couple vents and the roof access. Tit in teeth, Spidey felt her entire body shake as she was thrust against the wall.

"Someone's frisky," Cat purred. She kicked at her heels behind Spider-man's pants trying to knock her socks off. She flashed eyes and teeth at Spider-man inviting him to join her.

Spider-man remembered their first kiss, his first kiss. The inverted lips and insistent tug behind his mask. Her lips still had that warm toxicity that seeped straight into his bones. Her clawed gauntlets gripped his shoulders. He recalled their sting and he feared he liked it. Her tongue came to him. It was war. The battle fierce and hard fought. Thrusts reinforced with moans were met by parries wreathed in hard breaths. He was in a fight and he was damned if he was going to run.

Her ass was squeezed in Spider-man's hands, in the confines of her thong and against the rough concrete of the roof access. Sex ground into sex. The frustrating confines of silk and lycra had both lovers intermingling groans of pleasure with hate.

"Slow down," Cat had to pull Spider's face by his chin. "I need you in me."

Spider-man pulled Black Cat off the wall. The roughness of the wall left pebbled pits in her back. She rose, burying Spider in her breasts again. She relied on his power as she slit the waistband of her thong over either hip. A bead of blood swelled on her left.

As the ruined silk fell, Spider-man was escaping his own garments. No thermals made the peel instantaneous. Excited he pulled the pants over his boots and kicked them to the rear.

"God, Swinger, don't keep me waiting," Black Cat growled impatience. It was her turn to direct the action. She grabbed Spider by the ribs and twisted him against the wall. There was superhuman power in her throw. Spider-man grabbed on with his forearms and fingertips. He could reach the ground with the tips of his toes. He pulled his knees up, intent to push off in a sexual tackle. He craved to drag Cat to the rooftop and fuck her hard. She moved first.

She pounced, her claw slashing into the wall next to Spider-man's shoulder and straight over his head. Her feet settled on the backs of his boots. He grabbed her hips and they locked eyes under masks.

"Make me howl, lover," Cat pleaded and dropped her hips hard and accurately. His cock split into her needing sex. Her back arching back as she cussed at the sky.

Liz! The feeling of sex called her to mind. The puerto Rican had left him heartsick and chained. The woman never let Peter's thoughts alone. Twisting him and taking from him. He gave to her until all he carried was guilt, regret and confusion. He felt the tether snapping, uncertain if he was falling or free. He took in his immediate lover. Cat was not so greedy. She only wanted Spider-man and that is all she would take. She gave too but held enough of herself back that Peter didn't get Black Cat. She belonged to Spider-man alone.

She was sex and everything exciting. Her body was sculpted perfection. Lines and curves and strength. She had control, riding his hips as he used his superpowers to stick to the wall. His left knee kicked up in a synchronized rhythm of lust. Cat's gauntlets clawed into the masonry. Dust and screeches spat from the wall. Black Cat's heavy breasts rolled up and along Spider-man's chest. Her matte platinum hair dangled sweat damp in a curtain. Her addled smile and sharp stare connected through the red and blue mask.

"You've got better, lover," Cat panted as her forehead fell onto his shoulder. "You'll be amazing in no time."

"I'll be spectacular right now!" Huffed spider-man as he pulled Cat up by the hair and kissed her hard. Her purr echoed down his throat and her hips rolled faster. The slick echoes of their flesh rang out in the New York night.

It wasn't enough. Spider-man dropped to his feet. His strength easily carried Cat by the tone of her ass. Her arms snaked behind his head. She broke from his lips and pressed her forehead to his. Both naked torsos shimmered sweat slick in muted starlight.

"What're you up to, swinger?" She teased. Her words and lips brushing against the tip of his nose. Her hips hadn't stopped and she reveled in the uncommon unbalance to his step. 

"Taking you where I want you!" His words sharp as their crack of skin. They're discarded close were still twisted in a heap on the roof. He took her down to the ground. She still had her claws. He still had his boots. They never considered losing the masks. Cat gasped as her body was forced to the ground.

"Swinger?" She was surprised at his force. She wished she could see his eyes and understand. She flooded around him at the anonymity, the untouchable immutable quality of their sex. It was hard. It was deep. It was all the way into her. All the way to the four chambers of her thunderous heart. She yelped and drew her Spider closer. She was everything, pushing as deep into him as his balls collided with the crack of her ass. She shared so much that always seemed so far beyond Peter Parker.

Gwen! Peter railed giving over to Spider-man. She loved him, and he wasn't chasing that incredible prize. He was caught here. A woman of excitement, danger. A mirror to the freedom and strength of Spider-man. A beautiful creature beyond the scope of Peter's genius imagination. She took him, held him, wanted him, fought him. She was insatiable, every touch reached through Peter's skin to find fire in his blood. He slashed and riposted her agile tongue. He grabbed her hand from his hip. Their fingers threaded. The back of her hand slammed down onto the room in the splay of her hair.

"Fuck me, Spider!" She hoarsely begged. Her toes were scattering the smooth gravel of the roof. Her ankles were pressed into the firmness of her butt. She was slamming her hips up against his with the same vigor he used to spear her sex. He released her throat and grabbed her arm just above her elbow. He had her shoulders nailed the ground. "Fuck me, Spider!"

Her back rolled up with Spider-man's compounding force. First one foot, then her other, kicked out on either side of Spider-man's hips. She garbled her impending scream as she crossed ankles. Her heels soon rested on the flexed muscles of her lover's ass.

Black Cat erupted. She saw white specks. Her sweat slick back squeaked against her catsuit mattress. Her locked ankles pulled all of her superhuman strength against Spider-man's hips. Her whole torso twisted, corkscrewed as her muscles thrummed like guitar strings. She gasped and gummed as her half breaths rushed out of her throat.

Spider-man felt her tugging and spasming through his cock. Her conflagrant sex called to him. The demand was clear. The need was unmistakable. All the muscles in Spider-man's throat and chest were locked tight. His breath unattainable.

Climax: a decisive point of maximum intensity. Black Cat understood. Spider-man knew. The perfect feeling they shared. A moment, an infinity, a shared heartbeat. They shared everything and hid behind their masks. They dropped, pooled together their inhuman strength momentarily fled. Cat suspected she had been the first to breathe. Ecstatic her affirmation of life was infectious. 

Cat squeezed Spider's hand. Her claws nicked the back of his hand even as he pressed the gauntlet deeper into the gravel.

"Something's got into my Spider," Cat opened her eyes to the mirrored shields of Spider-man's mask. "I like it."

"Of course you do," defeatism and triumph, contempt and confidence oozed out of Spider-man's words. "Just know that when I want you, Cat, I will catch you."

"Not going to stop me from running Spider," she stroked the edge of his cheek under the scrunched corners of his mask. "The chase is half the fun."

** ** ** ** ** **

“You’re a lifesaver,” Jenkins brushed off her blouse and checked the powder burns on her right hand. She had hurried down the quayside. Besides the fleet of fire trucks, there had only been one cop car on the scene. After landing the shark they had managed to let a few of the guppies through their net. It wouldn’t be long though, one cop meant more cops. She had not believed her luck when she saw the black limousine.

“Never a problem for an old friend,” The woman across from the rescue brushed her platinum blond hair behind her right ear. “I’ll take you to my guy, get you cleaned up and those nicks and scrapes treated. You need a place to sleep tonight, Janice?”

“That would be better than I deserve,” Jenkins admitted.

“You’ve known me a long time and I’m all about getting better than I deserve.”

“Thanks, Ms Man--” Jenkins was interrupted by the finger pressed against her lips. “Thanks Sable.”

** ** ** ** ** **

Peter felt like fifteen different kinds of heel when he opened the door to his Forest Hills home. He hadn’t been home since school. Nothing fit in his life tonight. All of his troubles, Cat or Liz, MJ or Gwen, Kingsley or Jameson, which seemed so devastating earlier held little meaning as he saw his Aunt sitting at the kitchen table. Her eyes were wet; unshed tears threatened. She held the picture Peter had framed for her at Christmas. She didn’t look up as Peter sat next to her and pulled her shoulders to him. He felt the frame against his shoulder blade. He squeezed tightly.

“I can’t believe it has been a year,” May murmured. “I never knew I was strong enough without him.”

“You were always strong Aunt May,” Peter smiled as they separated and looked to the picture she held. “He just brought it out in you so you’d have it when you needed it.”

“Thank you, Peter,” May squeezed the hand he had left over his shoulder. “I see him every time I look at you.”

Peter felt his insides curl. He was proud. He loved her. He felt so guilty. How would Ben look at him if he knew what he did tonight? Cat. Hammerhead. He had been so angry, so lost and he left May to sit here in her grief while he took the easy way out of his own.

“I’m feeling like cinnamon rolls,” May announced. Her bright sincere smile cut to Peter’s quick. “How about you lend me a hand? We haven’t made sweets together since you started bringing Gwen over.”

Peter’s smile matched the sad one he had seen on Gwen so often lately, “I’d love that.”

“Good, now go get the mixing bowl.” May squeezed Peter’s hand and stood up. Peter turned and watched the woman for a moment. Yeah, maybe he was a screw up and sometimes selfish. But he was becoming a better man. It was moments like this one: when he realized he had the support and care of great people like May or MJ or George Stac. He just had to keep these moments in his heart and mind. That’s how Peter Parker would survive.

** ** ** ** ** **

“Is that everything Captain Stacy?” Peter stood up, confused and tired. The bell was due to ring in a moment. He had other classes to attend. He’d be seeing Captain Stacy immediately after lunch.

“I just want you to think, Pete,” George said as Peter opened the door to leave, “Maybe it’s men like Jameson that keep Spider-man honest.”

[b]Next: History 307 - Empires Rise[/b]

**Notes for the Chapter:**

> [1]Hammerhead’s driver. Unnamed in the show. The last villain I need for my series. I was struggling for a way to bring in this villain without too large a shoe-horn. Even if she isn’t the most classic version, her skill sets involving helicopter piloting, driving, small arms combat were a great foundation to work with. Wouldn’t be the first character SSM gender altered either, not that there isn’t a girl version in the comics. Rambling continues. Abby Jenkins or Janice Jenkins?
> 
> [2]s02e03 Destructive Testing. Works for Osborn with explosives. I chose to consider his inclusion in Octopus’s test as not an accident, unlike Peter.
> 
> [3]And now an apology pertaining to Mac Gargan. I somehow failed to notice that Osborn thanks Gargan for finding Menken’s address in the nearly 10 times I watched the series finale. Had I noticed that, I’d have used the black security guard at Oscorp as my jumping point for Gargan. [This is the guard I cast at the Oscorp function that gives MJ and Peter a hard time getting in because Ned Lee brought Betty.]
> 
> The scene in s1e09 where he jumps in his seat:
> 
> “Mr Osborn! And through the front door no less!”
> 
> “You want to rule the world: you don’t punch time clocks.”
> 
> Would have been a much better beginning for the Scorpion. However, my vision of Gargan being a classic PI does not clash with this delayed revelation. While I am disappointed in myself, I will not be going back to rectify this mistake.
> 
> [4]To find the foreshadowing with this character you will need to look for “With great power comes great--” “Gullibility!” within the original canon.
> 
> [5]The two FBI agents Captain Stacy meets at HomeSec in s02e04. Sadly Wade is a last name, shoehorning in a southern belle Deadpool would be the best worst idea I ever had.
> 
> a/n: At this point I now have every character, with three predicted exceptions, that will appear in this series properly established and named on screen. So if there is any Spidey fight or character to be sexed at, upon, or into you were hoping for you will have to make due with what’s on the table. I hope that doesn’t leave anyone disappointed. I also hope I haven’t missed any of the characters and their purpose in the show. (Aquamarine dreadlocks girl still bugs me but I have decided to let her go.) SSM has the habit of combining two characters into one: (Liz Allan and Michele Gonzales, Shocker and Montana, Jackal and The High Evolutionary. And before season 2 I had believed Debra Whitman and Gwen Stacy), so I fear I may have missed some of these. I have not written anyone out yet (as you can see from my inclusion of Kraven in this chapter), this is a huge unwieldy cast (not quite 100 characters), but I don’t believe we are done with anyone so far.
> 
> Redoing the research and making new notes is actually helping me but there is a lot of work to do yet. I want to thank anyone who has had the patience to pick up the story again after my months long hiatuses. I have the next 10 chapters cast. However, with each chapter I write I feel I am neglecting a few characters. Doctor Octopus is my major one, not that there has been a place for him yet but I really doubt Doc Ock wouldn’t have at least one major episode in every season. I don’t think I’ll be able to include him before season 4.
> 
> I want to put out a heartfelt thank you for everyone who has read this story and to everyone who has reviewed. I literally find myself rereading every review each time I type the asterisks to move onto the next camera. I hope this story continues to meet and exceed your expectations.


	4. 307 Empires Rise

**Summary for the Chapter:**

> Vulture and The Tinkerer have finished their project. To a future without Spider-man!

History 307 - Empires Rise

“You can’t not go, Lizzie!” Sally grabbed her friend and pulled her into an alcove between lockers. Her snarl sent another freshman hurrying down to the next water fountain. “It’s the party. There won’t be anything this big for months. This is our last chance to show the school where we intend to stand in the food chain for senior year!”

“That’s just it Sal,” Liz sighed, “I don’t care where I stand. It’s not like you’re going to stop being my friend and none of the boys left without dates are worth my time.”

“That’s just from the school.” Sal rolled her eyes, “You could easily get an ESU guy or someone else and--”

“I’m not going trolling for college guys, Sal,” Liz wrote that plan off. “Besides, you remember what happened at the formal. Petey and MJ showed up together and pushed us all to the back. They’re going to be going again and I don’t want to or need to deal with that drama.”

“I never thought I’d see Liz drop out of the game because she was scared,” Sally rolled back onto the heels of her white sneakers.

“I’m not scared,” Liz sighed, “Just tired of this whole thing.”

“Look, at least don’t prevent me from setting you up with a date? Please?” Sally’s bright blue eyes had a hard to resist quality when not paired with her shrill voice. Liz’s shoulder slumped.

“Fine,” Liz agreed, “You find someone you think I’ll like,” She underscored the word several times, “and I’m willing to give him a chance. But I don’t want to just show up at Hydra with whoever you think will make me the best arm candy.”

“I promise!” Sally bounced and wrapped Liz up in a warm and tight embrace. At this moment, Harry and Peter were walking by. Peter immediately flushed red and looked guilty as he glimpsed the stony stare from Liz. Harry raised an eyebrow.

“I have no idea what you did Pete,” Harry declared as they continued towards English class, “But if you can get her back with a flowers and chocolates I’ll cover the first thousand dollars of it.”

“What?” Peter shook out of his guilty reverie. Images of of white skin and silver hair turned his red blood white hot. The small part of him, the intelligent and logical part, knew that Liz couldn’t know what had happened. The majority of him feared that she was just waiting to close the noose around her neck. He had already hurt her so much.

“Liz, you twit,” Harry pushed, “She’s good for you. Put up with all your flakiness and then, I can only surmise, you went and did something you were too stupid to apologize and make up for.”

“I don’t think an apology’s going to cut it,” Peter admitted. He was in love with Gwen. He had promised her, he had dumped Liz for her, though only four people knew that and Peter was unaware of Harry’s intelligence. Now Peter believed Gwen was helping Harry heal from his addictions, his father’s death. He couldn’t begrudge his best friend that. Even if every now and then he imagined the face on the other side of Spider-man’s fist was Harry’s.

“Yeah, that’s why we break out the flowers and chocolates. I’m talking a bouquet big enough to put whatever flowers she likes on the endangered species list. Also you’re going to have to deal with a King Kong sized girlfriend when this is all said and done.”

“That’s not such a problem,” The ubiquitous defensive tackle announced overhearing the tail end of Harry and Peter’s conversation. “You’ll never have more to love.”

Kenny pushed passed the two friends and into their class. Harry stopped, “Ok, fewer chocolates.”

“Agreed,” Peter nodded looking down the hall to the chemistry classroom and wondering how much acetone he’d need to pour into his ears to clean that mental image from memory.

“Awesome,” Harry moved to punch Peter in the shoulder. His eyes went wide when he found his wrist caught in Peter’s grip. “Holy crap, buddy! Those are some reflexes.”

“Yeah, sorry, just a little off today,” Peter let go sheepishly.

“Nothing new,” Harry shrugged off the uncharacteristic reflexes. “But seriously, come by tonight we’ll work out the logistics for putting you back together.”

“Wait what?” Peter said to Harry’s back. What the hell had he agreed to now?

** ** ** ** ** **

Betty Brant, 20 year old personal assistant to J Jonah Jameson, sat on the bus with earbuds in. She had never been an introvert. She had sought journalism as a career because she wanted to explore the universe. She loved science, politics, crime and economics. She was a bright enthusiastic insightful young woman with a huge dynamic engaging world to explore. However on this morning it was cathartic to exist only as far as her own skin.

The trip from Ned's apartment to work was about thirty minutes longer than from her own home. She had to wake up earlier, have extra clothes prepared so she didn't walk into a bullpen full of keen-eyed reporters in yesterday's blouse and all the while keep her mind at a sharper level than . She really needed to set up a corner of his closet and a spot in his bathroom. It was exhausting finding a moment between them, let alone getting her shit together in spite of the urge to rush in and take advantage of the little time they could find. A couple of months ago she would have been happy to have the smell of his shampoo in her hair all day. She made a note to hit her favorite boutique the next time she headed over. She knew that would be as soon as possible.

At least Ned was worth it.

Her night had been unexpected. Investigative journalism was not a 9 to 5 job. Ned kept obsessive hours. Betty had accepted that she was going to spend the night at home, the only reason she hadn't yet stripped down into her panties and Eli Manning jersey while flicking through her Netflix menu was her sweet tooth. The bakery in Hell's Kitchen served the best glazed cinnamon rolls she knew of. She was waiting in line when her phone had started buzzing.

"Hey, beautiful," Ned was bright and cheerful. Something good must have happened.

"Hey handsome," Betty replied. The unexpected bringing a smile to her lips.

"Come over tonight."

"We celebrating something?" Betty followed the lilt in his voice.

"Being young and beautiful in New York City," he cheered. "You're not at your place."

"I'm getting something from the bakery," She replied.

"Cinnamon bun for me too and I'll meet you outside."

There had never been a question to her. She was being instructed, told. Out of rebelliousness and confidence, part of her wanted to play hard to get. More of her wanted to be gotten. "Sounds good, Ned."

"Morning Betty," The hot dog vendor outside the Bugle interrupted her train of thought. He was still setting up his street meat stand for the day. She gave him a smile and a wave. She pushed through the main doors of the building.

Betty leaned in, dodging the kiss and using the tip of her tongue to steal a bit of icing from the edge of Ned's lips. "Not good enough Betty."

"What?" She had almost had time to mutter. Ned had scooped her thighs up in either hand. She yelped as her lower body swung out below her and she fell back onto the flower print cushions of his thrift shop sofa.

He settled in on his knees. The denim of their jeans preventing immediate penetration. Betty suddenly hated her jeans, even despite them making her ass look fantastic.

"Now this," Ned announced after a sweet enduring kiss, "is good."

Betty didn't disagree as she retreated back onto her elbows. She raised her lips to his. She felt the static energy between them. She wondered, for only as long as it had taken for Ned's hand to settle against her neck, what hadn't been good?

Xerox lights rolled back in forth like a metronome. Papers rustled together with wave like swishing. The tick on the overhead clock let the fog persist. Betty was smiling sloppily.

She shrieked for the umpteenth time. Her feet twisting, curling, kicking in the air. Her fingers threshed bedclothes. His tongue was divine. Ned was a details man. He came to her like a starving man to dinner. His nose pressed apart her brown hair and burrowed against the focus of her pleasure.

B! She gurgled, uncertain in her want as she felt the agility of his tongue. Lips parted and shuddered. What she screamed weren't words. His hands lifted her by the cheeks. She only touched the bed with her forearms and hair. Spread, volatile, strangled in the shirt she had no opportunity to divest.

E! His tongue looped against her. The trickle of desire spiking in a short torrent over Ned's face. The pinky finger threatened her untouched ass. No, yes, please, help, if she couldn't discern her own pleas how could he?

T! His tongue split her. Crossing out over the red swelling that made her arm drop. Ned was relentless. His knees creaked the bed springs. He followed her, folded her. She rolled up on her shoulders. Her legs spastic. His grip had changed. The hem of her shirt falling down to her brassiere. A hand against her abdomen. The tip of his thumb worried against her navel. He held her tailbone. The tip of his thumb separated her ass, worrying her anus. She wondered if her eyes would ever close again.

T! He repeated the flicker against her sex. This time she couldn't scream. All the weight of her body seemed to squeezed her lungs tight. Panting, spittle flying, Betty cried. The tears forming in her eyes a result of sensory overload. She rocked her head, her neck flaccid, mimicking the motion of Ned against her pussy.

Y! Dear God! The prayer a remnant of her childhood a thing abandoned. As her control left her, as the second flush of desire spat from her flesh, as she felt the spatter over her breasts and lips she clung to whatever was still left in her.

"Oops, sorry Betty," Robbie excused himself as he rounded a corner and almost mowed her down. She wavered but kept her burden from scattering over the floor. She smiled forgiveness too far from consciousness for smalltalk. Robbie gave her the hallway and she passed by him and stepped out of the world.

Cum glistened on her lips like gloss. She looked up and saw that Ned approved of her cocky smile. Betty shook out her sweaty hair. She held the tips of her reddened breasts. The abuse he had leveled against her body still tingled. He grabbed her chin and pulled her up to his feet. She leaned in to kiss him. He held her steady inches away from the kiss.

"Lick up that mess and swallow," He commanded. Betty obeyed, slowly rolling her tongue along the pale pink of her lips. She bent her neck back so he could see the proof of her compliance. She wasn't just a little puppet with strings for Ned to pull. Her fingers coddled the spit slick cock she had recently adored. Ned shuddered, sensitive from the end of their lovemaking.

"Naughty girl," Ned praised, scooping up her brown hair as he pulled her into a passionate kiss. "I can't believe you need more."

"Am I too much for you?" Betty encircled her fingers tight on his cock. Ned was beginning to stir. She had a bright smile plastered on her lips.

"I'm going to fuck you," Ned threatened.

"Promises..." Betty rolled her eyes. "You're done."

Her hands dropped from the waking cock and she turned. He grabbed her hips as she turned. She yelped as she was lifted up and slammed into the mattress. She had never been taken from behind before. There was an exciting anonymity of not seeing the sharp look in Ned's eyes when he drove inside her. She felt dehumanized, having her face pressed into the pillows. There was eroticism in surrender. Something she had been told but had failed to comprehend. She felt Ned's hands first. He grabbed her by the upper arm and the inside of her right thigh. He held her down and yanked her ass upwards.

"Ned," she pleaded. She had instigated this and she was excited to play it out. Her heart thrummed like a hummingbird. His cock rushed against her pussy. She had already cum three times tonight; she ached at his touch. Her next words were muffled by the pillow case.

If he had come at her as fierce as he had thrown her she may have screamed. He instead took a measured control. Each action was patient, relentless, maddening. Slowly, he entered her forcing her to exhale. Betty tried to buck back onto Ned. She contracted around baiting him to take her. She lifted herself up. His hand left her arm and gripped her by the hair.

"You've asked for this, Betty," Ned declared. He pulled his cock out of her.

"Ned," Betty whimpered. She looked back over her shoulder. His hand brushed back the hair over ear. She couldn't see his eyes, blocked as they were by his forearm. Maybe, she wouldn't have been as scared if she could see more than his determined jaw. "Ned?"

"I'm here," he answered. His hand tightened in her hair and directed her eyes forward. He held the cheek of her ass. A strong pull of the meat opened her up. She had never felt so raw. She had never felt so debased.

"Ah," she flinched as his cock touched her asshole.

"Miss Brant!" J Jonah was not a boss a smart employee allowed to repeat himself.

"Yes?" She had dealt with the man long enough to avoid his wrath. Today she wasn't at her best.

"I asked for those blanks 3.7 hours ago!" He barked, hands slapping down upon her desktop.

"It was 20 minutes ago, Mr Jameson," she resurrected the calm competence required to work at the Bugle, "And I was just getting out of my seat to discover the hold up when you marched up to my desk."

"I don't need your facts and backtalk! Go! Go! Go!" He rose and turned towards his next explosion. Betty sighed and climbed to her feet. Robbie appeared at her shoulder.

"Is everything OK, Betty?" He asked with concern.

"I'm fine, why do you ask?" She shook out the cobwebs with a lazy smile.

"Because it had only been 10 minutes since he had asked for the blanks." Robbie cocked an eyebrow.

"Its nothing, Mr Robertson," Betty admitted her uneven keel, "Just something I need to fix after work."

"Well if you need a hand or a shoulder," Robbie let the offer speak for itself. He nodded to her when she begged off with a thank you.

What was becoming of her? Scatterbrained little trollop who couldn't even keep her mind off sex. It had been good. Different. Exciting. Terrifying. Her skin tingled as she let her smile broaden. 

She was in pain. Full in a way she hadn't expected. Ned sawed in and out of her. The slickness from her pussy little comfort inside her ass. Ned loved what he felt. He told her. Told her she made him feel more than anyone else had ever could. That was her analgesic. She felt narcotically beautiful.

"Ah, it's so far inside me," She moaned, she was reaching back to her sex. She amplified the feeling he instilled. Her ankle twitched. She bit inside her cheek. She impelled her self onto Ned's cock. She refused to be used, insistent that she pleasured Ned and not that he simply pleasured himself inside of her.

He was grunting, having gripped her by both hips as he reddened her ass with his hips. He kept telling her she was amazing, a mantra punctuated with the slap of flesh. Her breath hitched and stuttered. His breath quickened and heated.

Betty's hand curled, her finger nails abusing her sex. She ground her clit with furious insistence. She could feel Ned spasming inside her. It was a stimulation that she hadn't experienced. Her sex she loved and understood. That feeling of impending pleasure, of release inside her, made her burn with her own pleasure. Inside her ass Ned's rising need accompanied Betty's fear. She rubbed and fingered hoping she could concentrate on her own orgasm. She wanted to overcome Ned's.

She rocked on her shoulders and knees. She bit into the flesh of her left palm. Her shriek was poorly muffled. Ned growled. He pulled Betty tight against his hips and unleashed himself inside her.

"Fuck!" Betty garbled as she bit her hand more tightly. Her fingers scissored against her poor sensitized flesh. Her sex spasmed. She would have collapse on the bed had Ned let her. She shook, her ass rotating around the last moments of Ned's orgasm.

Slowly, as he exited Betty, Ned pulled the two of them down onto the bed. Betty rolled with him as he cuddled against her back. She reveled in the arms that tightened around her.

She was slow to sleep. Even as Ned's breath slowed and fell measured, Betty's mind wandered. Ned had been uncommunicative about much more than fucking her. She hadn't minded, though her body was sore in ways she hadn't felt before. The sex had been immersive. She began to think Ned had been escaping something. Worrying and aches gave way to exhaustion. Finally, her eyes slipped shut.

She woke to the chirp of her cell phone. The other side of the bed was cold. Ned, nowhere again. She had stopped assuming the worst. Ned worked on little sleep and the worst diet she had ever witnessed. He seemed to find fuel in his obsessions. His desk was littered with police reports and photographs. Pictures were pushpinned into a bulletin board over his dresser. It was disconcerting waking to the face of the Goblin.

She lifted up a notebook that had a picture of Jack O'Lantern stapled to it. A short flip through the increasingly impatient notes began to shed some light on Ned's need and frustration.

"Where is Lee?" Jameson roared.

"That's what I would like to know," Betty broke from her daydream again.

"Somebody find him or I'll sack him like Parker!"

** ** ** ** ** **

“Your magnetic flight technology is incredible,” Phineas Mason announced as he rolled out from under the black and red chassis. The weapon he was building was the size of a panel van. It’s oblong body was a mess of empty recesses for the weapons and widgets scattered all across the floor. Mason was laying back on a rolling back so that he could weld Adrian’s contributions to its bottom.

Vulture was sitting at a drafting desk, a chain scale next to him weighed a rocket propelled grenade as he calculated how much ordnance their project could carry. “Thank you, Mason.” Toomes looked up with a smile appropriate for a child’s nightmare. “Osborn’s Tech-Flight is a mockery of what this technology can really do.”

“I agree,” Phineas lied. He had seen video of the Goblin’s glider in action and he was already considering the benefits of rocket propelled thrusters adjunct to the magnetic flight.

“How are the Tri-Corp chips working?” Vulture turned back to his calculator.

“Simulations are promising. If they’re 80% accurate I’d say we’re likely to clean the city of its spider problem.”

“80%? That would be unacceptable. We’ll need to do better than that. I thought Beck’s test had been a success?” Vulture stood up and crossed the room. His eyes turned to the eleven Mysterio bots who had been conscripted into welding, riveting, wiring, assembling and shaping the components of the project.

“They’re working extremely well,” Beck said himself. He was dressed in old sweats as he spray painted the armor plates black and red. “Infinitely better than Phineas’s first bots.”

“Your gratitude is remarkable.” Mason deadpanned.

“Beck will give credit where it is due,” Vulture announced but didn’t press the issue. “How long now?”

“Have you readied the arsenal?” Mason asked, pulling his welding mask back over his face.

“I have,” Toomes picked a small legal pad from his desk and tossed it down onto Mason’s chest. The Tinkerer looked over the list, his thoughtful face hidden behind the protective plate. “We can be ready for action tonight.”

“Excellent.” Vulture rolled his shoulders back. “Tonight the Spider-man faces his Slayer.”

** ** ** ** ** **

“You’re not usually this distracted, Tiger,” Mary Jane Watson picked the seat next to Peter in the cafeteria. Peter had a copy of The Daily Bugle half torn apart in his hands. His fries and burger were swiftly growing cold. The New York Educational System quality fryer oil was congealing on the mass of junk food.

“I’m not usually this confused.” Peter admitted. Everything was pulling at him. At the moment certain distractions were worse. Across the Cafeteria was the cool table. Liz was looking warm and happy. She conspired with Sally, lambasted Kenny and got under Glory’s skin. He had promised Liz Saturday so she could get a big head start on her Biology final. She would have had him everyday after school all week but his job at ESU had allowed him to beg off. He was scared. He wasn’t a hundred percent what technically he and Cat were but one thing was certain, his moment of weakness had him cheating on Liz. He honestly wanted to tell her, be a man, let her get angry and hurt again so she could finally cut the the cancer that was Peter Parker out of her life and start healing. He just couldn’t though. Who would he say he had cheated with? He would have to admit he was Spider-man. He couldn’t do that. He could hardly bear the looks Liz forced on him in public and in private. The hate, the hurt, the need, the love. It was all there, all the time and Peter was certain he only deserved the dark side of things.

“Wait, this is worse than normal Parker brain displacement?” MJ whistled impressed. “What happened?”

“Not here,” Peter grumbled, throwing the paper over his lunch. The cover story was face down so he didn’t have to look into that picture again. “Walk with me?”

“Yeah, I can do that,” MJ agreed. Her lunch was a fortified yogurt and celery. Part of her was intent on throwing the paper aside and eating Peter’s soiled mass. She managed a mild amount of self control. Enough to run into Harry and Gwen holding hands as they entered the cafeteria. Harry squeezed more tightly before Gwen could pull away. Peter just gave the pair a blank smile and walked around them for the door.

“Tonight Peter. Don’t be late.” Harry reminded. Gwen looked askance. MJ squeezed the blonde’s shoulder as she walked past after Peter.

Lunchtime at M3 was cluttered. The cafeteria couldn’t quite handle the massive population of the school. As it was, most of the first floor classrooms were opened to keep the corridor milling under control. Peter and MJ started upstairs away from the roving crowds of teenagers. Peter didn’t talk until they got to the top floor and found a bench with no one else in sight. Peter trusted his spider-sense to shut him up if it came to it.

“Alright Peter, I get enough mandated exercise with Desiree. I don’t need to be climbing that many stairs.” MJ pushed hoping to kickstart her friend.

“It is easier to show you,” The fact was Peter couldn’t tell Mary Jane everything. The twisted up knots that Liz with him were his own personal albatross. He reached into his backpack for his camera. He passed the silver device to MJ. She turned it on.

“Just review Tuesday’s pictures.” Peter told her. Two days ago. Peter versus Hammerhead. MJ flipped back to the designated date. Flames, muzzle flares mixed with chemical geysers, cast a hellish frame around Spider-man and Jack O’Lantern. MJ nearly dropped the camera. Something in the chaos struck home. She had known Peter risked his life as Spider-man. She had known what he did was dangerous and arguably suicidal. Until now, he had been a rock star. Superhero meant infamy and celebration. The camera showed such a dark side that she went a sickly shade of white.

“That’s not what I meant,” Peter said looking over her shoulder when she had stopped on the picture. His nonchalance is was what killed her. “I was weak. I was angry and I did what I shouldn’t again.” Reaching around the redhead, Peter scrolled forward. He didn’t see the ever expanding white of her eyes as he flipped through the battle and into the relative peace of a New York night. The white and black blur was nothing through MJ’s fearful tears. She sniffed closed, her eyes and wiped some of her mascara off onto the back of her hand. She looked down to Spider-man and Black Cat, half undressed and just at the edge of the camera’s view. She felt icy fear steam away under enigmatic anger. Her voice was barely loud enough to hear: “This is what’s got you tied up? You have no one to brag that your bagging some supervillain whore!”

MJ pushed away, dropping Peter’s camera to the floor. The hero just managed to dive and catch it. He saw his friend jet off to the stairwell. He felt no better than he had before this had happened. He felt a hundred times more confused.

Liz Allan was on the third floor when a wrecked MJ rushed off to that floor’s bathroom. The model had not seen the cheerleader. Liz cracked a smug smile and looked up, believing she could see through the floor to where Peter was gumming like a landed fish. He was easy, MJ had wanted more but Liz was deep enough that Peter had finally thrown her off. She had skip in her step when she headed back down before Peter could see her.

** ** ** ** ** **

“Nurse!” The inmate shouted to Debra Whitman from his gurney. The black sophomore rolled her eyes and put down the cover of the laptop. This collaboration with Ravencroft Hospital was beginning to try her patience. Debra turned, not bothering to affect even the most polite smile.

“Mr Kasady,” She said in slow tones, “I need to say again. I am not a nurse. I am not here to take care of you. I am not here to take your requests.”

“Nurse, can you get me some water?” The redheaded man asked anyways.

“No,” Debra declared. “Talk to Dr Kafka when she comes out of the office.”

“Nurse!” Debra ignored the man. She felt like she was dealing with children. She wished three thirty would come soon. Then the patients would be out of the laboratory and then all she would have to irritate her was a goofy, friendly boy that was more intelligent that she was. She looked forward to Gwen.

“Yes,” The door to the office opened and Dr Warren held the door for Dr Kafka. “I am aware of your misgivings, however the law and the hospital are still behind me. Your constant demands and reiterations are growing tiresome Doctor.”

“Well perhaps I’m just expecting you to finally recognize the words I’m using!” She huffed. She turned to see Cletus looking at her and she sighed.

“I agreed to your coming here in the hopes that it would aid my work,” Dr Warren told her. “It was a courtesy I have not been required to extend.”

“I am aware,” The icy turn in Dr Kafka’s voice reached deep into Debra’s psyche. She was not a woman the assistant would want to cross. “Fine, I’ll keep my reservations for my reports.”

“That would be appreciated,” Dr Warren conceded. Aware that the only people reading Dr Kafka’s reports would be college students researching a paper. Provided any success on his behalf, the only reports to be read would be his own. “Ms Whitman, how are the patients?”

“Mr Kasady is seeking attention,” Debra pushed her glasses up on her nose.

“That’s kind of what got him into trouble in the first place,” The second patient spoke up with a smile. Debra felt the corner of her mouth twitch but she kept her professional frown.

“And Mr Brock has been patient.”

“The patient patient, that’s me,” Eddie said this time breaking through Debra’s icy demeanour for nearly an entire heartbeat. He was belted to his gurney as was Kasady, however he was just fettered at the waist and wrists where Cletus had additional straps across his upper arms, chest, thighs, ankles and throat.

“And how does it feel to be back, Mr Brock?” Dr Warren had met the boy for a few days before his incarceration. He had found the man to be devious and of forethought. Any respect he might have cultivated lasted as far as the breakdown.

“I had never noticed all the details of the roof before.” Eddie referenced his supine position.

“Very good,” Dr Warren nodded. Dr Kafka had walked over to Cletus’s bed and discussed in quiet tones his need for water. “Now today is just for the extractions of a couple of samples and then the two of you will be going back to Ravencroft.”

“Oh good,” Eddie sighed.

“You are still in need of treatment Eddie,” Kafka held a styrofoam cup with a bendy straw to Cletus’s lips. “I’m liking this improvement but we need to keep it consistent.”

“Sure Doc,” Eddie turned his head. “I’m definitely looking forward to more of these field trips.”

“Of course,” Dr Kafka disguised her displeasure. There was a dry slurping sound and she took the cup away from Cletus. In a reflex action, she picked the straw from his mouth with two fingers. Tugging until he finally stopped biting down on the tip.

“Ms Whitman,” Dr Warren announced the end of his conversation with the experiment. “Bring me the syringes. It is time to begin.”

** ** ** ** ** **

“What the hell did you let happen?” Spider-man growled as Captain George Stacy lifted up his office window to let the vigilante in.

“I didn’t let anything happen,” George Stacy said in a tired voice he usually reserved for pushy reporters. “The FBI and HomeSec had taken this out of my hands.”

“Passing the buck?” Spider-man scoffed. “I thought--”

“You’re angry Spider-man. Whatever you’re going to say is not what you will want to have said.” The Police Captain interrupted with an authoritative voice that would have made Julius Caesar say “Yes sir! Right away sir!”

“Fine!” Spider-man growled. “But Tombstone has fled the country and he’s not going to answer for his crimes! How can you sit there on your hands!”

“I’m glad you took my advice to think before you speak to heart,” Captain Stacy grumbled in a tone adults saved for teenagers. “Tombstone isn’t the only criminal in the city. Street crime is rampant. It hasn’t been this bad since the 80s. I have my force spread so thin, we’re barely making a dent.”

“I’ve seen,” Spider-man felt the force leave his sails. “I picked up two different teams of carjackers on my way here.”

Captain Stacy stepped back from the window and fell into his chair. He grabbed the bridge of his nose. Since the advent of the supercriminal, Judges were beginning to take Spider-man’s actions as admissible evidence. It was slow going. Still one in three of Spider-man’s takedowns walked. He had been a deterrent. But that seemed to be waning, despite the fact that the last four costumes the Spider had caught had gone to the hospital before the jail.

“Thank you,” George agreed. Spider-man solved crimes took no bullets and there had yet to be civilian casualties. It was hard to argue with those numbers, “Every thug is seeing Tombstone’s escape as an inspirational success story. Blocks and districts are rallying under whoever can be the Big Man of the day. We take in an upstart crime boss three times a day lately.”

“Yeah, is it working?” Spider-man sneered. He had remembered Valentine’s Day vividly. Dragging Tombstone from the steam tunnel and into the steel bracelets of the NYPD That had been one of his proudest moments; it felt empty now.

“We’re seeing results.” George left it at that for the moment. Truth was old loyalties were being hammered back in. His detectives were finding no link to who had taken the reigns of the New York Maggia, but whoever it was, Silvermane’s empire was beginning to appear all over again.

“Good,” Spider-man growled. He turned, intent on swinging off but something niggled the back of his neck. “Captain Stacy, thanks. The city needs men like you.”

“Men like us, Spider-man,” George kept his words to himself until the vigilante was off and gone.

** ** ** ** ** **

“He changed buses a few stops ago.” Gwen slumped down on her bus seat. She looked idly out the window.

“He was supposed to be coming out here,” Harry’s voice was grumbling through her cell phone. “I should know by now than to leave things in Pete’s hands.”

“He’s not that bad,” Gwen disagreed.

“Peter? Peter Parker?” Harry asked. Last year he would have been the first to come to Peter’s aid in anything. Ignore the death of Norman Osborn, forget that Peter still chased around Spider-man despite having quit the Daily Bugle, hell, drop the fact that Peter had attempted to steal Harry’s girlfriend, Harry knew that Peter was a man who neglected his friends and broke commitments.

“What were you guys supposed to be doing?” Gwen stepped away from the mire.

“He had some girl trouble, figured I could help.” Gwen could hear the smile on Harry’s lips. She forced herself to hide the frown on hers.

“Girl trouble? MJ?” Gwen had lost an octave or two.

“No,” Harry smirked, “Look if it wasn’t you and me, I wouldn’t go throwing around Pete’s business like this.”

“I know Harry,” Gwen placated. There was a butterfly in her stomach was setting off a storm, “You’re a good friend.”

“OK, babe,” Harry smirked, “He’s going to try to get back together with Liz!”

“Why?” Gwen’s tone seemed to skate past her boyfriend.

“Come on,” Harry pushed, “They’re perfect together. Liz needs a good guy and a smart guy like him and Peter can’t help but fall in love with a girl like her.”

“Love?” Gwen choked.

“Sure,” Harry still didn’t seem to notice, “Peter deserves some happiness. As his friends we should help him find it.”

“Of course, but--”

“I know what you’re thinking,” Harry interrupted, “Liz broke up with Peter, she’s not going to just take him back.”

“It’s not--”

“That was what the powwow was for. Pete can’t afford to be truly romantic with that little photographer job. So I was going to help him with the flowers and candy.”

“I don’t think--”

“I know, babe,” Harry steamrolled further, “But that’s why you’re the best. You love me because we love each other. Some girls, like Liz, just need a bit of bribery is all. We can’t all be as lucky as me.”

Gwen knew better. There was nothing aggressive in that last sentence. “Sure, Harry. Good luck, wish Peter my best.”

“I will babe,” Harry was bright and shining again, “Get home safe.”

Gwen shut down her phone and slumped even deeper onto the bench. After everything. Years of heartache and finally Peter admits he likes her. Loves her! He can’t even wait a few months? Harry needed her! It wasn’t her fault! He was her Peter. Not Liz’s. She breathed out. It quivered along her tongue as she exhaled. She pulled the string to stop her bus. Sure it would be six more blocks to home from here. But she hoped forcing herself to walk might stave off the tears until she was curled up in her bed.

** ** ** ** ** **

Debra Whitman was doing her post intern checklist. A quick inventory of everything, used, broken and cleaned. Peter Parker had broken a petri dish and a beaker spilling forty ml of neo-atropine. Nothing major, but frustrating that Dr Warren had said nothing. She was well aware of the accountant's mind her employer used. Perhaps, she pondered, he was considering the loss as small potatoes do to the gains he had been seeing with the Ravencroft and Tri-Corp contracts. She was aware the Tri-Corp project involved several blood samples, gene cleanser and the remaining black-brown vials marked SM-05 through SM-10. He guarded the SM samples like they were the one ring. She had carried them from the refrigerators to his workstation, something he may have trusted to Gwen had there been no glassware accidents today.

The lab was spotless. Gwen was a trooper and a perfectionist. Debra attributed most of the successfully done intern work to the high schooler. Peter was infinitely curious. Always pressing forward with questions and theories. Many were quite brilliant. She contained no small amount of envy.

Her rounds completed. Debra took her labcoat off at the front door. The knock surprised her. She was not used to visitors without forewarning from Dr Warren. She turned her head to where Dr Warren was still engrossed with his microscope and sample SM-06. Sighing, knowing she would have to pass whoever was calling on her way out, she answered the door.

“Oy, little lady,” The man standing there was wearing an inexpensive suit that suited his imperfect posture. He had a bristly mustache and oiled hair. Debra had expected a leering but none came. Next to him stood a striking woman. She was tall with flowing silver hair. She wore a white leather jacket over a lovely purple dress. “Miles asked me to contact him when this opportunity arose.”

“I’ll go tell Dr Warren.” She enunciated respect, “Who should I say is calling?”

“Miss Manfredi and her solicitor,” The man responded with a surprisingly orthodontic smile.

“Very well,” Debra agreed. “Just wait here a moment.”

“Do hurry,” The woman impelled the assistant, “This opportunity doesn’t wait forever.”

Debra answered the impetus with stoicism. She didn’t run in the lab. Her natural pace was relatively quick, but she hurried none to approach Dr Warren.

“There’s a lawyer and woman here to see you,” Debra announced. Achieving Dr Warren’s attention was best done through the facts of the moment.

“A lawyer?” Miles sat up and raised an eyebrow. He had been hoping for Debra to have been out of the lab. He preferred the opportunity to holster the revolver he favored when dealing with his late night visitors.

“Yes, he said he’s representing a Ms Manfredi,” To Debra the name meant nothing. She had no curiosity in the criminal history of New York City.

“Very well.” Dr Warren pushed his stool back before standing up in front of his microscope. “Would you return the sample and clean up this workstation? I fear I could be a while.”

“Of course,” Debra agreed. “I will be heading home after I finish.”

“Excellent.” Dr Warren nodded, “Good night Ms Whitman.”

“Good night,” Debra turned towards the counter and began her cleanup as her employer strode to the door to meet his guests.

** ** ** ** ** **

The days had lengthened. With nearly two hours before his curfew, the sun was just beginning to sink at the horizon. Spider-man had left the police precinct with an intent to swing his way to Harry’s and straighten out his friend.

The spider-sense was a marvellous ability. It allowed Spider-man to notice threats with more than enough time to react. It was the reason he could spin his webs without looking and keep his path on toward his intended goal. It wasn’t foolproof. When Spider-man didn’t believe he was in trouble and to passive observances, his precognition was less than ideal.

“Spider sighted,” The thug was making a grand to just sit around and watch for Spider-men. The last time he had seen the red and blue he had barely stolen seven hundred dollars. This was a much better gig. He looked down at his cell phone app, “Heading east.”

There were a network of spotters all reporting in. Mason turned to Toomes. “We are ready to begin.”

“Excellent,” Vulture acknowledged. The bay doors rolled up as their weapon started forward. It was a juggernaut. Vulture and Mason had agreed to simply call it the Spider Slayer despite being outvoted by an army of Mysterio bots who rallied behind Beck’s nicknamed: “The Black Widow”. The radio controlled weapon was bulbous. A large oblong abdomen was outfitted with omnidirectional weapon systems. Eight spike legs were hinged so it could land and stabilize on nearly any terrain. They were also heavily armored and easily folded over the entire body to shield any possible damage. The head was outfitted with radar, cameras, motion sensors and laser tracking arrays. Vulture grinned darkly when its aft thrusters started burning. The bay below them obscured in the heat haze as his magnetic flight systems lifted the weapon from the ground. The glass barrier rattled when the rocket ignited and the Spider Slayer flew off into the sunset.

It was never easy to keep an eye on the time and webswing. Peter’s detour to harass Captain Stacy had put him far behind schedule to reach Harry’s. He was worried what his half intentioned agreement was leading to but he was certain that whatever it was, Harry was going all out. Peter sighed as he slipped his Osberry back into his utility belt. He was arching slightly back on the return of his latest swing before he let go and reverted his momentum with his next web line.

“What the?” Spider-man had to quickly fire off a left hand line and slingshot him towards the Empire State Building to avoid the missile. Missile! It exploded in the air not far from where Spider-man had been calculated to be. New York glass and steel rattled all around him. When he collided with the window he had to huff out a wheezing breath and reattach himself to the wall.

He looked into a bank of green fog and grimaced. “Seriously Fishbowl! I’m not going to stop swinging until I know by the crunch that I have punched real face!” Spider-man shouted. His Spider-sense rang out and he dropped as small calibre bullets cracked and spider-webbed the glass he had been resting on. A dozen spent rounds fell harmlessly back from the unbroken window and bounced off his shoulders. The webline was already flying into the green cloud. It connected. Spider-man pulled back and slung himself into the parting cloud of mist.

“Oh, poop,” Spider-man adlibbed as the black and red mass slit the fog bank. It was a glossy black spider with a large cannon rising out of its back. Two rocket launchers were loaded and brought to bear under the abdomen. The minigun was slowly retreating into the right shoulder. A second missile menaced on the left.

The beam was accompanied by a thunderous discharge. A bright yellow square slug of lightning. Spider-man let go, dropping and firing two lines at the spidery legs. The head turned following him. He hit the bottom of his bungee line, intent, to slingshot himself up and into the robot with both feet. He made himself a spear. The tingles came again.

“Oh that’s just not fair!” Spider-man griped as blades extended form the leg ends and cut the webs. Spider-man had to quickly fire off other webs to stop his descent and begin to climb up to the robot’s level.

The Spider Slayer lazily spun on its magnetic flight. It manipulated and extended its legs in an effort to steer. The cannon turned slightly faster. The electric hum signaled another blast for the Spider. This time Spider-man shot his line to the undercarriage of the gun. He was on the upswing and managed to roll outside the mouth of the cannon. He felt his uniform stiffen from the electrical pulse. All the skin on his back tingled with static. He landed on the gun in a crouch.

“Ye-agh!” Spider-man screamed as his hand clanged against the hull. “You really need to see a dermatologist. Your skin’s harder than Rhino’s.”

The bladed legs whipped up to stab him but he cartwheeled forward onto the head. If there was any chink in this thing’s armor it was in the neck joint or in the sensory gear attached to its not unarmed face.

“Oh, they just think of everything these days,” Spider-man needed to twist and roll around the mandibles. They were steaming as they spat gobs of caustic chemicals into the air. Vents were spraying out more green mist. Spider-man was not worried about fighting blind. At this speed and surrounded by this many weapons he was all in on the spider-sense plan. He managed to dodge and act. He dropped one eye in front of the upward camera.

“Hey, Mysterio and whoever your competent tech is, try and catch me now.” Spider-man tore out two antennae like aerials and yanked the lenses off of six cameras. If he had been a man who did cuss, he would have expended his vocabulary. It was like there were no weakness. The cameras just sat in armored recesses with one little hole that barely accepted a wire into the head. He couldn’t punch through it. He had to drop and swing. The eruption of his Spider-sense suggested was becoming overwhelming. Between the leg blades, the acid spit, the minigun and the threat of a cannon right by his head. He decided it was time for a run and regroup strategy. This time he was lucky, he webbed both of the undercarriage RPGs and slingshotted off and away from the fight.

** ** ** ** ** **

“Give me good news Mason!” Vulture was grinding his teeth. His hands gripped the back of Mason’s captain’s chair as several of the their monitors went black.

“He’s taken out the primary visual relays.” Mason explained. “The secondaries are coming online and I’m pulling back the shields now.”

“Don’t just give him more to hit. What about the other sensors?”

“He has crippled but not destroyed the radar system.”

“We are still tracking him?” There was a threat in the question.

“Absolutely. We managed to tag him with one of the Slayer’s tracers. He is currently heading eastward over Midtown.”

“Propulsion’s still online?” Vulture demanded.

“Yes, no weapon or mobility system has been compromised.”

“Then light the rockets and go get him before he finds and ditches the tracer!” Vulture screamed at what he saw as apparent imbecility.

“Right away,” Mason had had better bosses. Chameleon was downright civil. Tombstone had eagerly rewarded his successes. He appreciated Vulture’s passion but he was regretting that criminal empire’s didn’t have a human resources representative to protect them.

** ** ** ** ** **

“First Mysterio and now a flying robot of doom,” Spider-man huffed as he swung hand over hand. His initial intention to run straight for Harry’s apartment was out the window. He had to lose the robot and ditch the Spider theme quickly. “Seriously, I’m giving up on robots. The future is in monkey butlers.”

The ringtone billowing from Spider-man’s pants alerted him to Harry Osborn’s skill at telling time. Spider-man sighed and rolled the mask up over his nose. He hadn’t had the tingles for six minutes and he had no eyes on the weapon. He decided to risk it.

“Hey, Har,” Spider-man webbed the phone to the side of his own face and wondered why he hadn’t thought of it before.

“Pete? Where are you?” Harry harrumphed. “We really got to get this done tonight or you’ll be out one girlfriend this weekend.”

“Yeah, about that,” Peter paused nervously, “I don’t think that--”

“Don’t worry about it.” Harry overturned Peter’s half-hearted excuse. “I’m happy to help. Besides there’s that party at Hydra.”

“I don’t know if hitting up some underage club is--”

“Everyone’s going Pete,” Harry decided. “Unless you already asked MJ?”

“No but--”

“Excellent, so are you coming over now?” Harry demanded.

I guess I have to if I’m going to put any stop to this. Peter thought with a grimace. “Yeah, I’ll--Lovely.”

“What is it Pete?” Harry questioned the drop in Peter’s tone. A moment later the connection dropped. Harry fell back into his desk chair. With or without Pete, Harry wasn’t dissuaded. He hadn’t got an explicit no, had he?

Spider-man had managed to hang up the osberry but it was going to be stuck to his mask for some time. The second grenade rocketed passed him. Spider-man twisted like a falling cat so he hit the skyscraper feet first. He yanked the mask down over his face. Brilliant. Spider-man had hoped beyond hope that this could have been a “live to fight another day” scenario. The fight wasn’t ending anytime soon. The green and white light of Oscorp backlit Spider-man. Mason and Vulture grinned at their computer bank when they saw that haloed silhouette.

“No need to concern ourselves with the collaterals here.” Vulture grinned. “I want that spider a red and blue stain and if we have to raze Oscorp to the ground to do it…” Vulture shrugged and pulled his lips back into a sadistic smile.

“No means no!” Spider-man shouted at the robot as he dived into a backflip. The spat fire of the minigun sparking and rattling on his most recent perch.

The Spider Slayer was stoic in its response. The pulse from its cannon left a blackened stain across the bricks previously under Spider-man’s feet. Spider-man couldn’t close the distance. Gobs of caustic slime steamed in passed him and forced him to switch to different lines. “Come on then! I’ll show you what a Spider does to flyers!” There was no way to win the game without changing the board. Spider-man ran down the side of the building. His own wall crawling ability the only hindrance between him and freefall. He was forced to tuck and roll. Dodging and leaping over cannon fire and rocket propelled grenades.

The descent of the Spider Slayer was vertical and swift. It dropped and hovered showing a manoeuvrability that belied its size and not streamlined shape. The weapon remained level. Its legs were kicked and coiled to encourage rotations or right small dips to either side. While the rockets had a rotating turret that allowed them to light Spider-man’s trail in flame and shrapnel. The minigun and cannon were proving worthless provides Spider-man stayed off the Slayer’s main plane.

“Missed! What are you aiming at! My mother shoots cannons better than that!” Taunts seemed to fall on deaf ears. Spider-man almost felt silly for jeering the weapon but he had to stick with what he knew worked. It was time, he was low enough to zigzag across the the street and into Oscorp’s facility. His spider-sense hit a crescendo as the street below erupted chaotic. Several police had arrived and even a news van but they were ducking behind corners and piling up into a Gordian knot to avoid the Spider-Slayer’s path of destruction.

“Get down you idiot!” The newly uniformed Lieutenant DeWolff dragged Sergeant Carter to the ground behind their car. His first shots ricocheted harmlessly off the bottom of the Spider Slayer.

“Thanks, LT.” He smiled up at his partner and she fought a prideful blush. The badge had been given to her this morning. Technically she could have been piloting a desk but she was determined to finish the shifts she had agreed to with Carter.

“No problem, Sergeant,” She popped her head up over the hood of her car. The Spider Slayer and Spider-man were now fully into Oscorp. “I guess we have to hope Spider-man can handle the fight.”

“He will, LT,” Carter really liked using her new title, “He always does.”

Oscorp was a single office tower surrounded by several warehouse sized laboratories and workshops. Distillation towers and other great pieces of chemical and industrial equipment created a stainless steel fortress amidst the outbuildings. Spider-man was using them as ties as he zipped around and out of the way of the barrage of weapons. Click, the first of six spare web cartridges snapped into place. Webs began to whitewash over the Oscorp parking lot.

“What is that idiot doing?” Mason scoffed. Fire, acid and blade were making short work of the massive web Spider-man was failing to spin. “Even if he broke the cameras we still wouldn’t be blind and he can’t be stupid enough to think his webs will catch the Spider Slayer.”

“I wouldn’t underestimate him,” Mysterio announced.

“We’re not,” Vulture assured, “But we are seeing him coming to the end of his web.”

“C’mon you bucket of bolts! Stop trying to hit me and hit me!” Spider-man shouted as he connected two long webs from a radio tower to a delivery van. He dodged forward and just under the minigun hail. He hit the pavement and baseball slid under a pickup truck. and now he was directly under the Spider Slayer. Both wrists fired webs, both had very fresh cartridges. He grabbed the Slayer by its mandibles. With both hands on both tethers he felt his muscles scream and was certain he himself bellowed as he tried to rip open the face of the Spider Slayer. “Oh, here it comes.”

It was all Spider-man could do to skitter out from under the weapon as it landed hard. Several nearby car alarms erupted. Spiderman smelt gas. The bullet barrage at the van must have punctured the gas tank. He eyed the cannon training towards him. The Slayer was beginning to fly and turn towards Spider-man. He vacillated. The van was a bomb he could quite possibly blow the head off the weapon with. However the armored Spider Slayer had proven amazingly resilient and so Spider-man hesitated from going after the vehicle. His webs yanked him out of the way of the cannon blast. If only he had a moment to think, to formulate something he knew would work. He landed against the bay doors of one of the laboratories loading bays. He cartwheeled up and out of the way as the latest rocket blew open the bay doors. He wasn’t wasting this second bit of luck.

“It was great meeting you, but its time I said good-bye!” Spider-man laughed and swung himself in through the bay doors.

“Go in there and get him!” Frothed Toomes.

“If we can track him shouldn’t we just wait until he comes out?” Mysterio was ignored as Mason gunned the propulsion after Spider-man.

Passed the loading area was a mass of boilers and pipes. The air was hot and stifling. Several Vulture’s monitors begun to fog up. “Where is the little twit!”

“I’ve got a lock on him.” Mason grinned gleefully.

“There could have been better buildings,” Spider-man decided when he landed above the oxidizing and under pressure warnings on the first of several reagent tanks. He looked up to see the Spider-Slayer turning to face him. Its shoulder mounted missile raised up from its shell. “Then again, perhaps not.”

Spider-man’s webs shot forth and tagged the mouth of the cannon as the missile’s thrusters ignited. He felt the tailfire sear his butt as he jetted towards the bay doors as the fires of hell detonated behind him.

** ** ** ** ** **

“Thanks, buddy,” Harry scowled at the dropped call message. He fell back into his computer chair. “This probably will make things easier.”

He opened a window for a twenty-four hour florist. He had at least been hoping for Peter to reveal what kind of flowers Liz preferred. He tabbed over to Facebook and rolled his eyes to see who was still online. He smirked as he saw Glory’s name next to a bright green dot.

“Help.” He wrote in the exclusion of uppercase letters and punctuation, “Friend of mine wanted to ask Liz to Hydra party. Wanted to know what flower to boost his chances with.”

The return ding was near instantaneous. “Is this for Peter?”

“How many friends do I have?”

Glory announced through shorthand that she was laughing out loud.

“Facebook says two hundred. But I know what you mean.” Harry waited for a moment for her to continue. “Roses and lilies. But Liz is still pretty angry. Better make it a dozen of each.”

“Cool. Under your hat?”

“Lips are sealed.”

“Thanks.” Harry signed off and tabbed back. Tonight the flowers. Tomorrow in public the chocolates. Peter won’t know what to do and Liz, well, she can take him or leave him.

** ** ** ** ** **

“Where the hell are you? Mr Jameson was flying off the handle. I’m worried about you.” Betty left her fifth voice mail of the day. She dragged her pillow across her lap.

No one had seen Ned all day. His curt exchange with Robbie had said something about Spider-man. That was moments before the news erupted with word of the pitched battle at Oscorp. She was terrified. Ned was the kind of man who was up to his neck in danger just to get a little closer to Spider-man or the Goblin. She looked at the clock. She wasn’t getting sleep anytime soon. She looked at her phone.

That night she spent more on delivery than she had in the last few months. And yet, the comfort food was little comfort. Staring at the ceiling, her cellphone resting under her right hand so that the moment it vibrated with Ned’s call she’d have it to her ear.

Closing her eyes and being no closer to sleep she said aloud: “I think I hate reporters.”

** ** ** ** ** **

“Listen to your father, you little tart!” MJ turned to face her father. In her hand she increased the television volume with the remote.

“The explosion was massive! Neither Spider-man nor the robot have been seen since the west side of Oscorp had collapsed in the--” MJ turned to the screen and her fair skin ran pale. Peter. The pictures she had seen this morning still iced her insides. She dropped the remote and tried to push past her father. He grabbed her by the upper arm.

“You do not step out on me when I am educating you, girl,” His voice growled inches before her face.

“Don’t rile up you father, Mary,” Her mother said from the kitchen doorway as MJ stepped back and wrenched her arm from her father’s grip.

“Peter’s--”

“This rebellion is all about you getting some dick?” Her father was red-faced. Veins rose on his throat and forehead. He reached for his belt. “Perhaps I should fix you like I did your mother.”

Mary was surprised her shin didn’t crack with the force she swung into his crotch. Windless and boneless, her father dropped. MJ ran passed her mother to her room. She grabbed her schoolbag and the suitcase she kept under her bed for when she really had to go to Aunt Anna’s. She didn’t give her mother a second look when she pleaded for her daughter to apologize. The door slammed shut behind her. The tears that threatened were for Peter, her dad didn’t deserve any more of hers.

** ** ** ** ** **

“Neither Spider-man nor the robot have been seen since the west side of Oscorp had collapsed in the fireball. With the mountain of brick and steel on top of them, our experts are not hopeful. Emergency response is waiting for bomb squad support before--Wait, the rock and brick are moving. Its--” Liz yawned. She clicked to the next channel.

She turned her head slightly when the buzzer buzzed. Shrugging her shoulders she settled deeper in the couch cushions. The buzz came again. She pulled her textbook from the next cushion across her lap and shut off the TV.

“Dad! Someone’s at the door!” She shouted through the apartment. She was not in the mood to deal with whoever needed her dad this late. Sighing, the hotel owner came out of the other room and crossed the room to the wall panel.

“Yes?” He asked pushing in the button.

“Delivery for Miss Elizabeth Allan.” Squawked the voice on the other side.

“This late?” He sighed. Looking over through the living room he looked at his daughter. He really needed to talk to her about her online shopping habits. The credit card he had trusted her with had been for emergencies. “Come on up.” He pushed in the door release button and crossed the room. His determination left him. He already had one kid in jail. Liz was a good kid and she was not going anywhere near that road. If she had wanted to buy something for herself every couple of months it wasn’t going to break his bank.

“Door’s for you, princess,” He explained walking behind her on the couch. “Your mom and I are going to bed. Get the door if you have any more packages coming.”

“Packages?” Liz asked confused. She slipped her books off her lap again. “I didn’t order anything--”

But her dad had shrugged and had started down the hallway to his bedroom. Liz had a second of consideration. she was only wearing a long jersey and her panties. She slipped her feet into the fuzzy slippers by the couch. She brushed her limp hair with her fingers as the knock came at the door.

She looked through the peephole to see a man in a white cap and yellow shirt. He had a large paper wrapped package under his left arm and a clipboard rapping out some rhythm that only he was privy too. Liz opened the door.

“Miss Allan?” He asked. Unprofessionally admiring her legs. Liz’s eyes were on the package, questioning what it could possibly be.

“Yes that’s me,” Liz looked up to see the delivery man’s eyes were they ought to be.

“From someone special,” He flourished a bright smile and handed her the paper.

“Thank you,” She mumbled and closed the door as he turned to leave. she immediately locked the door behind her and rushed over to the kitchen counter.

She wasn’t an idiot. She could tell from holding it and the conical shape that she was holding a bouquet. She ripped the paper open and her eyes grew wide and her mouth opened in a gasp. It was a beautiful arrangement of twelve roses mixed with thirteen lilies. The center Lily had a sky blue dye inside its petals and there was a small card pinned to it. Liz had to slow her hands as her first grab for the card would have immediately beheaded the flower.

“Liz, for all the times I was wrong. You’re more special that I could even believe. I want to make amends for what I did, I want to love you again, I want you to have me. Petey.”

Liz was literally jumping and giggling. She couldn’t believe it. First he threw off MJ and now he was directly wanting her back. She had to call him. She had to find him. First she was going to put these into water. It was lovely. She was smelling the bouquet, not quite containing her excited glee.

** ** ** ** ** **

“We’re still responsive,” Mason reported for the thirteenth time.

“But we’re immobile!” Toomes pounded his fist onto the display case.

“Why don’t we fire the grenades?” Beck suggested.

“Have you ever exploded a firecracker in your fist, Mr Beck?” Adrian Toomes turned on who he saw as the weak link in their conspiracy. Mysterio waggled ten fingers in the negative.

“But these are just flimsy bone and skin.” He pointed out. “We armored The Black Widow so Molten Man couldn’t get through its shell.”

“He’s not wrong, Adrian,” Mason pointed out with some tiredness. “We loosen the rubble and maybe we could punch through with the rockets.”

“Chances of success?” Adrian grinned.

“Infinitely better than leaving it buried.” Mason pointed out.

“I want the magnetics pushing up with everything.” Adrian adjusted the the inputs on the control panel before him. Mason armed the RPGs. Beck took a step back so he could watch the show on the five black monitors.

“Fire in the hole!” Mysterio announced as Mason moved his fingers to the launch button. Toomes turned and grimaced at the actor. “I always wanted to say that.”

Mason sighed. Black monitors flashed, red white, and brown. Swirling fluorescent lit dust clouds appeared midst dark grey brick borders. Toomes slammed the the rockets command. This response was more explosive. Rock and mortar burst and billowed off the dinged and battered hull as the Spider Slayer broke out and into the New York night.

“Yes! Fucking yes!” Celebrated Beck like his team had just scored the winning touchdown with seconds left in the fourth.

“Good work gentlemen,” Vulture steepled his fingers and leaned back into his chair. “Now let’s kill us a hero.”

** ** ** ** ** **

“Sir, I’d really appreciate it if you stepped back.” Jason had little control over his employer. Politeness was a last ditch effort to keep the perfume magnate from climbing over the rubble towards the wrecked outbuilding.

Police and cleanup crews were sectioning off areas. Reporters, ambulance chasing lawyers, and slack jawed spectators were crowding wherever they could find room.

“If you’re worried about what I’m getting into, keep up,” Kingsley huffed. Since his first run in with Spider-man things had become complicated. Manfredi was rising to power and she knew all about him and his ambitious nature. Rhino had stomped his 500 million purchase into powder. That bitch Vaughn-Pope wouldn’t take her settlement and shut up. Jason had been the first step in solidifying his position of control in New York. Oscorp had been second. He had felt like a king overlooking his filthy subjects the first minute he had taken over Osborn’s top floor office. He was beginning to think conquering the world was harder work than he had imagined. He needed something more. There were so many accounting loose ends and buried funding in the books he was certain he would have struck gold by now.

Now Oscorp had been attacked. There were no reported injuries. The only employee who should have been near the building that had collapsed was security and he was unscathed keeping back that Asian Bugle reporter. The one who had come to the Oscorp commencement with that Spider-man photographer.

“Jason, the man from the Bugle?” Kingsley tilted his head.

“Ned Lee,” Jason confirmed. “His articles lately have been following Spider-man and the so-called supercriminals.”

“Good,” Kingsley nodded, “He’ll do fine. Let him in and give him an exclusive.”

The point had been too fold. As much as he felt that Jason was needed he was sick of the mother hen routine. Of course, the man was quite capable. He wouldn’t have the job without. When Jason radioed their security man at the police tape, Kingsley gave a gruff sigh. Macendale followed him as he approached Morris Bench his clean-up crew.

“Boss says you get a pass,” The black security guard lifted the tape for Ned to pass. Immediately the other vultures descended on the guard.

“Hey why’s he get to go in?” “I was here first!” “Hey if there’s a story to be told Fox news will tell it better.” The security guard groaned. His job was so much easier when all he had to say was no. One yes and he was going to get dragged around all night.

“The devastation is contained to the single outbuilding,” Ned Lee spoke into his voice recorder. He ignored the vibrating phone in his breast pocket and continued. “Mr Kingsley is on the scene overseeing the cleanup and mitigation his team is providing. He seems to be welcome, oversight of a compassionate boss.”

Ned approached Roderick and found himself eye to meat with the black tie personal security man. “Excuse me, I was wondering if Mr Kingsley had a statement?”

“Mr Kingsley?” Jason looked back over his shoulder. His boss had let the newsman enter the wreck. Jason expected the man to have a plan.

“Yes, of course,” Roderick grabbed Bench by the shoulder and encouraged him to work fast and safely. “Mr Lee was it?”

“Yes, Ned Lee, Daily Bugle,” Ned managed not to be surprised by the foreknowledge of Kingsley. “Tell me what happened here.”

“Well, Spider-man began the fight with the robotic spider somewhere in Midtown. The fight carried to here and ended in this climax. I am uncertain as to which of Spider-man’s many enemies would have the resources or skills to produce such a weapon. I just hope that my men are right and nobody has been hurt.”

“So you don’t believe that this attack arriving at Oscorp was the motivation of the fight?”

“No, but based on the extent of the destruction I feel this may have been a serendipitous set of circumstances for the weapon.” Kingsley managed to look tired. “Osborn’s forays into the criminal are well known. Doctor Octopus is said to have started here and the Vulture’s vendetta against Osborn has been well documented. However, naming names or pointing fingers would certainly be circumspect of me.”

“You mentioned that all of the employees were accounted for?”

“Yes, the factory destroyed was fully automated. Our security man was luckily passed this part of his rounds at the time of the fight.”

“That is very good news,” Ned Lee agreed. “May I look around?”

“If you don’t get in the way of the police or the cleanup crew,” Kingsley waved Ned Lee onward.

“Thank you sir,” Ned assured gratefully, “Good luck in getting this sorted out.”

“Mr Lee,” Kingsley smiled. “A man of my means is forced to make his own luck.”

Ned pocketed his recorder and started off towards the wreck. Jason turned to Kingsley, “Is this wise sir?”

“The Bugle is an established piece of New York history.” Kingsley responded, “The media was going to get their teeth on this bone either way. I feel it most prudent to had the reigns to the people most likely to put the mess on Spider-man’s shoulders and as far from mine as possible.”

Jason looked suitably impressed. He shrugged as Kingsley turned and began his own rounds of the damage site.

He stood over the breached rubble. This was where the robot had escaped from. Reports were sending it towards Queens. The further away from him the better he decided. This was a goldmine. The collapse revealed, by shattering the concrete floor a sub-basement. Judging by the decals and signage, it was for little used laboratories. It was a tight fit but he managed to slip in and through the mess. He was immediately told to step back, to step away. He had no intention of listening. He dropped the last few feet. He landed half on a slab of stone and nearly collapsed as it gave out. The voice overhead was clucking madly again. He had fallen into a gold mine. To the left were glass and steel doors. Marked for dangerous chemicals. A heat resistant plastic mold was tubed off to empty vats marked for high-chain polymer, liquid steel and nanofiber fluids. To the right were double doors. One side cracked and broken off its hinges, it limped to one side only vertical because of the chain that reinforced its lock. He lifted as he stepped inside. The lightswitch didn’t respond, he was forced to take out his mobile phone and load up the free flashlight he had downloaded.

“Unbelievable…” He groaned wide-eyed. Racks of pumpkin bombs, yellow brown Goblin suits of unpainted kevlar, four Tech-Flight gliders, sheets of wing-bladed throwing knives. This was the motherlode. He had found it. Finally.

** ** ** ** ** **

Forest Hills had never looked so beautiful. The flood lights of the street lamps and the warm families in warm houses with warm beds and cool pillows. Spider-man was looking forward to waking up in the middle of the night and rolling his pillow over just to go back to sleep with that comfort against his ear.

He was only twelve blocks from home when the tingles started again. “What?” He seethed. “How does it keep showing up? Now I know what Sandman was whining about.”

Peter Parker landed in the middle of the street and looked up at the weapon. “Come and get me! I’m ending this here!”

Mary Jane Watson had thrust the last of her money into the hand of the cabby as she pulled up in front of her Aunt Anna’s. Her favorite relative looked up from the conversation she was having with May. “I wasn’t expecting you tonight dear.”

“Yeah, I know but--”

“No buts,” Anna shook her head. She knew that suitcase and knew it was better for MJ to tell her than for her to interrogate the girl. “Your room’s as you left it.”

“Thank you,” MJ walked up and hugged her aunt. She turned to May. “Is Peter home?”

“I was hoping you knew where he was.” May growled, “He’s usually quite good about calling when he’s nearing curfew but I can’t get ahold of him.”

“Uh--” MJ grew pale. She wished she had heard that entire new report. What was happening? He couldn’t be dead. Oh my god! Tears threatened when Flash shouted.

“Hey, Mary, did you hear? Spider-man’s fighting some sort of flying tank down the road.”

“What?” MJ twisted. Her bags dropped onto Anna’s porch.

“Mary Jane where are you going?” Anna blanched as she witnessed Mary Jane rush down. The girl grabbed Flash’s wrist and begun hurrying down towards where the booms had started.

“You call the cops and tell them,” May acted, “I’ll go bring the stupid children back.”

Spider-man weaved between the first two rockets. He was frustrated. He had thrown everything he could find at the tank and all it had suffered were several dozen scratches. Most of which must have occurred at the Oscorp battle. “I never thought I’d miss Mysterio’s robots. Why can’t they make them like they used to?”

The redhead had led the quarterback to the ring of police cars. A lieutenant was just arriving on the scene and she was busy trying to shout at her people into position. MJ moved to charge right by her squad car.

“Mary Jane stop!” Flash’s leg gave out as he swept up the panicked redhead in a bear hug. They tumbled onto the street. “Shit! Ow! No, I’m not letting go!”

“Flash! It’s Peter!”

“Peter! What about Peter!” May rushed over to the collapsed teenagers and sunk down into a frog squat. “Mary Jane what’s wrong?”

“Peter’s--” She couldn’t say. Some secrets save lives, Peter truly believed if May knew he would just be endangering her. “Peter’s taking pictures and--”

“Peter quit the Bugle,” Flash and May said at once.

“He hasn’t stopped taking pictures.” She lied and tears welled up in her eyes, “He’s going to get hurt.”

Flash, with May’s help, managed to sit back onto the curb. He didn’t let go of MJ who was still wild and terrified. “Give me your phone.”

Flash fished MJ’s phone from her pocket and handed it to May. She immediately hammered in Peter’s number and called him. She hoped he would answer a call from MJ because he hadn’t taken her two calls. She was terrified, how could he be so stupid? It was bad enough when he was getting paid but to be going after the masked vigilante for what? Entertainment? That was something she couldn’t accept.

Spider-man’s phone rang with MJ’s ringtone from his utility belt. She couldn’t be that needy. There were police and news crews walling in his battlefield. Surely, she knew what was going on right now. Peter ignored the phone call. This was getting crazy. The Spider-Slayer hovered in the middle of the street. The roar of its minigun followed Spider-man as he rushed around in a circle. He tried to keep the bullets aimed low. The pavement was chewed up. As of yet no stray shots had started rattling through the neighborhood houses.

“C’mon, clunker! You gotta hit me some time!” Which was undeniably true. Superstrength or no, he was going to get tired, careless or just unlucky. He hopped against a news van and yelled neener neener neener at the flying death machine. The reporters fled. Smart, Spider-man was jealous. He jumped, flipping sideways as the minigun chewed up the side of the vehicle. Spider-man landed over the six-barrelled chain loaded gun and hollered as the weapon burned his hands. He grunted as he reached in and grabbed the belt of bullets hauling back as the weapon was neutralized with a metallic snap. He had almost no time to flip out from where the bladed leg kicked up in the aim of his decapitation.

“One down, now just to take out the swords, bombs, acid and cannon. Oh and look at that, it still has a missile. It’s like my birthday.” Spider-man groaned. He landed on the pavement with a light splash. Without his wallcrawling powers the slick ground would have unbalanced him and he would have fallen on his ass. He jumped aside, the smell of gasoline permeated the smoke heavy air.

“Hey, how often do I get a second chance?” Asked Spider-man looking at the van. He listened to his spider-sense ducking under the latest belch of acid. He immediately rolled into a forward cartwheel. He landed and jumped forward. He lowered himself down on the head. He pressed his eye to one of the remaining cameras. “I hope you’ve got good seats, because the finale is going to be a blast.”

“What is the arachnid talking about?” Vulture growled at the camera. Tinkerer aimed the cannon and fired. The blast rang out less than a second after Spider-man had disappeared. The crack of thunder boomed over their loudspeakers. Vulture’s eyes scanned the monitors. There was no Spider-man. “Find him! Kill him!”

“Hoo, that was close,” Spider-man rested on the far side of compromised news van. Some people believed that shooting the gas tank of vehicle made it explode. That’s Hollywood magic, a bullet into the gas tank will just cost you several bucks worth of leaked fuel. But hit a perforated gas tank with an RPG, then you got something.

The Spider Slayer slowly stalked in a widening circle hunting for the Spider-man. The Spider waited, leading the robot into his trap. When the first of the Spider Slayer’s legs cut the radio array off the top of the news van, Spider-man acted.He caught the red appendage with his webs and hauled himself up and over the van.

“There he is!” Mad-eyed Vulture slammed his hand down on the attack command. Acid, claws and grenades closed on Spider-man. Mason looked on with glee. Only Beck showed hesitation, only Mysterio expected the ruse.

The weapons collided together as Spider-man landed in a frog squat under the Spider Slayer and vaulted forward with all the power in his legs. The fireball was smaller than at Oscorp. But the direction of the blast slammed the van up and into the undercarriage of the Spider Slayer. Spider-man kept running as the robot tumbled and shook. The Spider Slayer did a barrel roll. It flipped just over two hundred degrees landing hard into the middle of the street. This explosion rivaled Oscorp. The Spider Slayer landed hard and flat down onto its missile. Spider-man only managed to get on the other side of a beat up Ford and duck his head as the windows blew out overhead.

“What just happened?” Toomes went pale as the all of his monitors winked out at once.

“We underestimated Spider-man.” Mysterio turned and stalked away from the geniuses.

Dizzy and battered, Spider-man rose up onto his feet. The air was polluted with the flash of red and blue. Spider-man saw the head of the Spider Slayer was still shaking back and forth. Its acid leaking over its upside down face and scoring deep into the camera recesses. Spider-man rushed over and yelled. “How! How did you follow me here!”

He brought his heel down hard onto the previously indestructible armor. The metallic crunch alerted him. He pulled his foot away and noticed the broken white plastic and stripped wires. “What is this?”

He recognized components: transistors, inductors and resistors. The wreckage told him nothing. He quickly searched around. Much of the machine had been gutted in the second explosion. However, at the based of the neck, where Spider-man had expected weakness he found the box. There were dozens of the little sticky bastards. Spider-man punched and tore out the box. They were connected to a GPS tracker. That was immediately smashed under his fist.

“What are you taking from there!” Lieutenant DeWolfe accused.

“Ah, let him keep it,” Sergeant Stan said as Spider-man tossed a web out and immediately moved to escape. DeWolfe kept her sidearm trained on Spider-man until he disappeared over the nearest home. “Do you really want to be the one who goes after whoever made this?”

“Fine,” She holstered her weapons, “C’mon, looks like we’re going door to door. Make sure no one needs the EMTs.”

** ** ** ** ** **

“Hey Captain,” Sergeant Stan Carter greeted his superior with a tired grimace, “When are Morrie and the boys getting out here?”

“We can’t wait for Oscorp’s team.” Captain Stacy announced to the officers and fireman who had gathered around the headless dreadnought. “They’re still knee deep in their own rubble. This is Alistair Smythe he will be directing Tri-Corp’s cleanup of the weapon.”

Alistair slalomed his wheelchair through captain and sergeant. His face was an unforgiving mask of excitement. A pretty dark cop lifted the police tape for him to pass. He never looked once at her. His team of rubber suited specialists hurried to keep up.

“Sir! You really should be further back.” The first man stopped at his his shoulder. “There are still live munitions and--” He saw that his director was wheeling further forward. He picked up a small collection of electronics that was slightly damaged from acid. The team member tried again. “Sir, what would Mr Smythe say?”

“Right now,” Alistair widened a bright grin, “Mr Smythe is telling you to bag everything as whole and undamaged as you can.”

“The police--”

“Catalogue everything. I don’t want you to leave a bolt behind.” Alistair turned over the component in his hand. This was incredible and yet cobbled together by clubbed fingers and weak minds. In his hands… He turned and rolled back through the tape.

“Behind a desk tomorrow,” The dark skinned cop promised herself in a steady mantra as she jumped her feet from the path of Smythe’s wheel. “LT DeWolff.”

“Captain?” Smythe looked up to Stacy and immediately appreciated the man. The policeman didn’t even see the wheelchair, just the man and what the man needed to do. There were too many men like that. Alistair believed himself to be that kind of man. “We will be transporting the materials to Tri-corp.”

“Excellent, I’ll attach Officers O’Neill and Gonzales to our forensics team.” Captain Stacy surveyed the area and decided that he should move along and check out the other battlegrounds. “Do you think we’ll be able to figure out who created this?”

“I haven’t checked the processor or the communications equipment, but I am confident in my ability to trace it back to its source.”

** ** ** ** ** **

“Up to your room, now Peter!” May wasn’t often angry and Peter wasn’t quite sure how much worse it felt to see her this livid versus barely surviving a fight with a robotic killing machine.

“Good night, Aunt May,” Peter said defeated. He turned towards the stairs. His Osberry erupted with Liz’s ringtone.

“Give me your phone, Peter,” Aunt May held out her hand. Her eyes were flat and angry as Peter put the device into her hand. He turned back to the stairs. He stopped several steps up as he heard his Aunt answer his phone.

“Hello Liz, I just wanted to tell you that it is too late for you to be calling.”

“Oh, I know, and I am sorry Ms Parker its just I learned that Peter did something very nice for me and I wanted to thank him right away.”

“Well I’m glad that Peter had broken his curfew doing something for a nice girl,” Aunt May side sitting down at the kitchen table, “However, we had an agreement and he broke it. I’m afraid I’ve suspended his phone privileges.”

“Oh,” Liz didn’t know what to say, “Will he still be able to tutor me this weekend?”

“He will. I’m not going to cost you your grades because of my nephew’s inconsiderate nature,” May agreed. Liz sighed relief. May recognized the sounds of attraction in the young woman’s voice. She felt the need to speak. “However, he is grounded, when you are done studying he is coming straight home.”

“I can work with that,” Liz smiled, “Thank you Aunt May. And tell Peter thank you for the flowers.”

“I will, go to sleep Elizabeth. It is a school night.”

“Yes, ma’am,” Liz sounded as if she had just been sat up straight. “Good Night, May.”

“Good night.” May put the phone down on the table. Silently, she asked Ben for the strength she needed. She felt better knowing he had given Peter such a firm base to build from. Peter was a good boy but the fear he had put into herself and Mary Jane Watson wasn’t going to go away very quickly.

Next Law 308 - Appeal

**Author's Note:**

> I want to thank my readers and those who've given me kudos. I would love to hear from any and all of you, feedback is the only profit I can make on these stories and I would love to have a reason to keep coming back to AO3.


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